Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 20, 2023 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2023 | |
Entity File Number | 1-11314 | |
Entity Registrant Name | LTC PROPERTIES INC | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 71-0720518 | |
Entity Address, Address Line One | 2829 Townsgate Road, Suite 350 | |
Entity Address, City or Town | Westlake Village | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91361 | |
City Area Code | 805 | |
Local Phone Number | 981-8655 | |
Title of 12(b) Security | Common stock, $.01 par value | |
Trading Symbol | LTC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 41,396,216 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000887905 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Investments: | ||
Land | $ 123,338 | $ 124,665 |
Buildings and improvements | 1,258,721 | 1,273,025 |
Accumulated depreciation and amortization | (390,013) | (389,182) |
Operating real estate property, net | 992,046 | 1,008,508 |
Properties held-for-sale, net of accumulated depreciation: 2023-$3,088; 2022-$2,305 | 4,075 | 10,710 |
Real property investments, net | 996,121 | 1,019,218 |
Financing receivables, net of credit loss reserve: 2023-$1,981; 2022-$768 | 196,096 | 75,999 |
Mortgage loans receivable, net of credit loss reserve: 2023-$4,569; 2022-$3,930 | 452,955 | 389,728 |
Real estate investments, net | 1,645,172 | 1,484,945 |
Notes receivable, net of credit loss reserve: 2023-$469; 2022-$589 | 46,467 | 58,383 |
Investments in unconsolidated joint ventures | 19,340 | 19,340 |
Investments, net | 1,710,979 | 1,562,668 |
Other assets: | ||
Cash and cash equivalents | 5,538 | 10,379 |
Debt issue costs related to revolving line of credit | 2,132 | 2,321 |
Interest receivable | 48,079 | 46,000 |
Straight-line rent receivable | 21,238 | 21,847 |
Lease incentives | 1,571 | 1,789 |
Prepaid expenses and other assets | 9,319 | 11,099 |
Total assets | 1,798,856 | 1,656,103 |
LIABILITIES | ||
Revolving line of credit | 270,100 | 130,000 |
Term loans, net of debt issue costs: 2023-$455; 2022-$489 | 99,545 | 99,511 |
Senior unsecured notes, net of debt issue costs: 2023-$1,420; 2022-$1,477 | 531,400 | 538,343 |
Accrued interest | 4,122 | 5,234 |
Accrued expenses and other liabilities | 29,074 | 32,708 |
Total liabilities | 934,241 | 805,796 |
Stockholders' equity: | ||
Common stock: $0.01 par value; 60,000 shares authorized; shares issued and outstanding: 2023-41,396; 2022-41,262 | 413 | 412 |
Capital in excess of par value | 933,370 | 931,124 |
Cumulative net income | 1,577,794 | 1,544,660 |
Accumulated other comprehensive income (loss) | 7,357 | 8,719 |
Cumulative distributions | (1,680,111) | (1,656,548) |
Total LTC Properties, Inc. stockholders' equity | 838,823 | 828,367 |
Non-controlling interests | 25,792 | 21,940 |
Total equity | 864,615 | 850,307 |
Total liabilities and equity | $ 1,798,856 | $ 1,656,103 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Properties held-for-sale, accumulated depreciation | $ 3,088 | $ 2,305 |
Financial Receivable credit loss reserve | 1,981 | 768 |
Mortgage loans receivable, loan loss reserve | 4,569 | 3,930 |
Notes receivable, loan loss reserve | $ 469 | $ 589 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 60,000 | 60,000 |
Common stock, shares issued | 41,396 | 41,262 |
Common stock, shares outstanding | 41,396 | 41,262 |
Term loans | ||
Debt issue costs, net | $ 455 | $ 489 |
Senior Unsecured Notes | ||
Debt issue costs, net | $ 1,420 | $ 1,477 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues: | ||
Rental income | $ 31,735 | $ 30,324 |
Interest income from financing receivables | 3,751 | |
Interest income from mortgage loans | 11,244 | 9,636 |
Interest and other income | 2,770 | 827 |
Total revenues | 49,500 | 40,787 |
Expenses: | ||
Interest expense | 10,609 | 7,143 |
Depreciation and amortization | 9,210 | 9,438 |
Impairment loss | 434 | |
Provision for credit losses | 1,731 | 354 |
Transaction costs | 117 | 32 |
Property tax expense | 3,293 | 3,982 |
General and administrative expenses | 6,294 | 5,808 |
Total expenses | 31,688 | 26,757 |
Other operating income: | ||
Gain on sale of real estate, net | 15,373 | 102 |
Operating income | 33,185 | 14,132 |
Income from unconsolidated joint ventures | 376 | 375 |
Net income | 33,561 | 14,507 |
Income allocated to non-controlling interests | (427) | (95) |
Net income attributable to LTC Properties, Inc. | 33,134 | 14,412 |
Income allocated to participating securities | (205) | (137) |
Net income available to common stockholders | $ 32,929 | $ 14,275 |
Earnings per common share: | ||
Basic (in dollars per share) | $ 0.80 | $ 0.36 |
Diluted (in dollars per share) | $ 0.80 | $ 0.36 |
Weighted average shares used to calculate earnings per common share: | ||
Basic (in shares) | 41,082 | 39,199 |
Diluted (in shares) | 41,189 | 39,349 |
Dividends declared and paid per common share (in dollars per share) | $ 0.57 | $ 0.57 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Net income | $ 33,561 | $ 14,507 |
Unrealized (loss) gain on cash flow hedges before reclassification | (550) | 4,584 |
(Gains) losses reclassified from accumulated other comprehensive income to interest expense | (812) | 292 |
Comprehensive income | 32,199 | 19,383 |
Less: Comprehensive income allocated to non-controlling interests | (427) | (95) |
Comprehensive income attributable to LTC Properties, Inc. | $ 31,772 | $ 19,288 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands | Parent | Common Stock | Capital in Excess of Par Value | Cumulative Net Income | Accumulated Other Comprehensive Income (Loss) | Cumulative Distributions | Non-controlling Interests | Total |
Balance at beginning of period at Dec. 31, 2021 | $ 736,714 | $ 394 | $ 856,895 | $ 1,444,636 | $ (172) | $ (1,565,039) | $ 8,413 | $ 745,127 |
Balance (in shares) at Dec. 31, 2021 | 39,374 | |||||||
Equity activity | ||||||||
Net income | 14,412 | 14,412 | 95 | 14,507 | ||||
Stock-based compensation expense | 1,925 | 1,925 | 1,925 | |||||
Non-controlling interest distributions | (95) | (95) | ||||||
Common stock cash distributions | (22,480) | (22,480) | (22,480) | |||||
Cash paid for taxes in lieu of common shares | (1,255) | (1,255) | (1,255) | |||||
Cash paid for taxes in lieu of common shares (in shares) | (37) | |||||||
Fair market valuation adjustment for interest rate swap | 4,876 | 4,876 | 4,876 | |||||
Other | (6) | $ 1 | (7) | (6) | ||||
Other (in shares) | 123 | |||||||
Balance at end of period at Mar. 31, 2022 | 734,186 | $ 395 | 857,558 | 1,459,048 | 4,704 | (1,587,519) | 8,413 | 742,599 |
Balance (in shares) at Mar. 31, 2022 | 39,460 | |||||||
Balance at beginning of period at Dec. 31, 2022 | 828,367 | $ 412 | 931,124 | 1,544,660 | 8,719 | (1,656,548) | 21,940 | 850,307 |
Balance (in shares) at Dec. 31, 2022 | 41,262 | |||||||
Equity activity | ||||||||
Issuance of common stock | 1,697 | 1,697 | 1,697 | |||||
Issuance of common stock (in shares) | 48 | |||||||
Issuance of restricted stock | $ 1 | (1) | ||||||
Issuance of restricted stock (in shares) | 128 | |||||||
Net income | 33,134 | 33,134 | 427 | 33,561 | ||||
Stock-based compensation expense | 2,088 | 2,088 | 2,088 | |||||
Non-controlling interests contributions | 3,831 | 3,831 | ||||||
Non-controlling interest distributions | (406) | (406) | ||||||
Common stock cash distributions | (23,563) | (23,563) | (23,563) | |||||
Cash paid for taxes in lieu of common shares | (1,538) | (1,538) | (1,538) | |||||
Cash paid for taxes in lieu of common shares (in shares) | (41) | |||||||
Fair market valuation adjustment for interest rate swap | (1,362) | (1,362) | (1,362) | |||||
Other (in shares) | (1) | |||||||
Balance at end of period at Mar. 31, 2023 | $ 838,823 | $ 413 | $ 933,370 | $ 1,577,794 | $ 7,357 | $ (1,680,111) | $ 25,792 | $ 864,615 |
Balance (in shares) at Mar. 31, 2023 | 41,396 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONSOLIDATED STATEMENTS OF EQUITY | ||
Common Stock cash distributions | $ 0.57 | $ 0.57 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
OPERATING ACTIVITIES: | ||
Net income | $ 33,561 | $ 14,507 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 9,210 | 9,438 |
Stock-based compensation expense | 2,088 | 1,925 |
Impairment loss | 434 | |
Gain on sale of real estate, net | (15,373) | (102) |
Income from unconsolidated joint ventures | (376) | (375) |
Straight-line rental adjustment | 465 | 234 |
Exchange of prepayment fee for participating interest in mortgage loan | (1,380) | |
Adjustment for collectability of lease incentives and rental income | 173 | |
Amortization of lease incentives | 209 | 223 |
Provision for credit losses | 1,731 | 354 |
Application of interest reserve | (1,149) | (1,221) |
Amortization of debt issue costs | 300 | 264 |
Other non-cash items, net | 23 | |
Change in operating assets and liabilities | ||
Lease incentives funded | (8) | |
Increase in interest receivable | (2,079) | (1,643) |
Decrease in accrued interest payable | (1,112) | (655) |
Net change in other assets and liabilities | (8,513) | (4,546) |
Net cash provided by operating activities | 18,039 | 18,568 |
INVESTING ACTIVITIES: | ||
Investment in real estate capital improvements | (2,608) | (1,068) |
Proceeds from sale of real estate, net | 31,616 | |
Investment in financing receivable | (112,712) | |
Investment in real estate mortgage loans receivable | (53,226) | (1,026) |
Principal payments received on mortgage loans receivable | 125 | 125 |
Advances and originations under notes receivable | (605) | (34,791) |
Principal payments received on notes receivable | 5,180 | 1,287 |
Net cash used in investing activities | (132,230) | (35,473) |
FINANCING ACTIVITIES: | ||
Borrowings from revolving line of credit | 162,700 | 47,000 |
Repayment of revolving line of credit | (22,600) | |
Principal payments on senior unsecured notes | (7,000) | (7,000) |
Proceeds from common stock issued | 1,777 | |
Distributions paid to stockholders | (23,563) | (22,480) |
Distributions paid to non-controlling interests | (406) | (95) |
Financing costs paid | (20) | (27) |
Cash paid for taxes in lieu of shares upon vesting of restricted stock | (1,538) | (1,255) |
Other | (6) | |
Net cash provided by financing activities | 109,350 | 16,137 |
Decrease in cash and cash equivalents | (4,841) | (768) |
Cash and cash equivalents, beginning of period | 10,379 | 5,161 |
Cash and cash equivalents, end of period | 5,538 | 4,393 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 11,421 | 7,534 |
Non-cash investing and financing transactions: | ||
Contribution of financing receivable from non-controlling interest | 3,831 | |
Exchange of mezzanine loan and related prepayment fee for participating interest in mortgage loan | (8,841) | |
Reserves withheld at financing and mortgage loan receivable origination | 5,147 | |
Accretion of interest reserve recorded as mortgage loan receivable | 1,149 | 1,221 |
(Decrease) increase in fair value of interest rate swap agreements | (1,362) | $ 4,876 |
Mortgage loan receivable reserve withheld at origination | $ 750 |
General
General | 3 Months Ended |
Mar. 31, 2023 | |
General | |
General | 1. Genera l LTC Properties, Inc., a health care real estate investment trust (“REIT”), was incorporated on May 12, 1992 in the State of Maryland and commenced operations on August 25, 1992. We invest primarily in seniors housing and health care properties primarily through sale-leasebacks, mortgage financing, joint ventures and structured finance solutions including preferred equity and mezzanine lending. We conduct and manage our business as one operating segment, rather than multiple operating segments, for internal reporting and internal decision-making purposes. Our primary objectives are to create, sustain and enhance stockholder equity value and provide current income for distribution to stockholders through real estate investments in seniors housing and health care properties managed by experienced operators. Our primary seniors housing and health care property classifications include skilled nursing centers (“SNF”), assisted living communities (“ALF”), independent living communities (“ILF”), memory care communities (“MC”) and combinations thereof. We also invest in other (“OTH”) types of properties, such as land parcels, projects under development (“UDP”) and behavioral health care hospitals. We have prepared consolidated financial statements included herein without audit and in the opinion of management have included all adjustments necessary for a fair presentation of the consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to rules and regulations governing the presentation of interim financial statements. The accompanying consolidated financial statements include the accounts of our company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three months ended March 31, 2023 and 2022 are not necessarily indicative of the results for a full year. No provision has been made for federal or state income taxes. Our company qualifies as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As such, we generally are not taxed on income that is distributed to our stockholders. |
Real Estate Investments
Real Estate Investments | 3 Months Ended |
Mar. 31, 2023 | |
Real Estate Investments | |
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. The following table summarizes our investments in owned properties at March 31, 2023 (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 $ 785,912 56.5 % 98 — 5,437 $ 144.55 Skilled Nursing 591,305 42.6 % 50 6,113 236 $ 93.13 Other (2) 12,005 0.9 % 1 118 — — Total $ 1,389,222 100.0 % 149 6,231 5,673 (1) We own properties in 26 states that are leased to 23 different operators. (2) Includes three parcels of land held-for-use, and one behavioral health care hospital. Many of our existing leases contain renewal options that, if exercised, could result in the amount of rent payable upon renewal being greater or less than that currently being paid. During 2023, Brookdale Senior Living Communities, Inc. (“Brookdale”) elected not to exercise its renewal option. Accordingly, the master lease expires in December 2023. Additionally, during 2023, a master lease covering two skilled nursing centers that matured in 2023 was renewed at the contractual rate for another five years extending the maturity to November 2028. The centers have a total of 216 beds and are located in Florida. 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. We wrote-off straight-line rent receivable and lease incentives balances of $144,000 and $173,000 for the three months ended March 31, 2023 and 2022, respectively, as a result of property sales and lease terminations. We continue to take into the current financial condition of our operators, including consideration of the impact of COVID-19, in our estimation of uncollectible accounts and deferred rents receivable at March 31 2023. 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 months ended March 31, 2023 and 2022 (in thousands): March 31, Rental Income 2023 2022 Contractual cash rental income $ 29,125 (1) $ 26,915 (1) Variable cash rental income 3,284 (2) 4,039 (2) Straight-line rent (465) (3) (234) (3) Adjustment for collectability of lease incentives and rental income — (173) (4) Amortization of lease incentives (209) (223) Total $ 31,735 $ 30,324 (1) Increased primarily due to transitioned portfolios, rental income from acquisitions during the second quarter of 2022, completed development projects and annual rent escalations, partially offset by sold properties. (2) The variable rental income for the three months ended March 31, 2023, includes reimbursement of real estate taxes by our lessees of $3,284 . The variable rental income for the three months ended March 31, 2022, includes reimbursement of real estate taxes by our lessees of $3,982 and contingent rental income of $57 . Decreased primarily due to property tax reassessment and sold properties partially offset by the 2022 second quarter acquisition. (3) Primarily due to normal amortization. (4) Represents a lease incentive balance write-off related to a closed property and subsequent lease termination. 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 $ 33,483 2023-2029 Florida MC 1 15,201 12,386 2029 Florida SNF 3 76,756 76,756 2025-2027 (1) Nebraska ALF 3 7,633 2,889 TBD (2) North Carolina ALF/MC 11 121,321 121,321 2025-2028 (3) Ohio MC 1 16,160 13,816 2024-2025 South Carolina ALF/MC 1 11,680 8,908 2029 Texas SNF 4 51,837 50,518 2027-2029 (4) Total $ 339,483 $ 320,077 (1) During 2022, we entered into a joint venture (“JV”) to purchase three skilled nursing centers with a total of 299 beds. The JV leased the properties under a 10-year master lease. For more information regarding this transaction see Financing Receivables below. (2) Subject to the properties achieving certain coverage ratios. (3) During 2023, we entered into a JV that purchased 11 ALFs and MCs with a total of 523 units and leased the communities under a 10-year master lease. The master lease provides the operator with the option to buy up to 50% of the properties at the beginning of the third lease year, and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit IRR of 9.00% on any portion of the properties being purchased. For more information regarding this transaction see Financing Receivables below. (4) During 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease allows the operator to elect either an earn-out payment or purchase option. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Note 8. Commitments and Contingencies . Impairment Charges. In conjunction with the planned sale of a 2023 and a $1,222,000 impairment loss during the fourth quarter of 2022. Subsequent to March 31, 2023, the community was sold for $4,850,000. As of March 31, 2023, the community was classified as held-for-sale. Properties Held -for-Sale. dollar amounts in thousands Type Number Number of of of Gross Accumulated State Property Properties Beds/units Investment Depreciation FL ALF 1 70 $ 7,163 (1) $ 3,088 (1) Represents our gross investment after $1,656 of impairment losses. Improvements. During he following in improvements projects (in thousands) : Three Months Ended March 31, Type of Property 2023 2022 Assisted Living Communities $ 1,548 $ 694 Skilled Nursing Centers 973 177 Other 87 197 Total $ 2,608 $ 1,068 Properties Sold . During the three months ended March 31, 2023 and 2022, we recorded a gain on sale of $15,373,000 and $102,000 , respectively. The following table summarizes property sales during the three months ended March 31, 2023 and 2022 (dollar amounts in thousands): Type Number Number of of of Sales Carrying Net Year State Properties Properties Beds/Units Price Value Gain (2) 2023 (1) Kentucky ALF 1 60 $ 11,000 $ 10,710 $ 72 New Mexico SNF 2 235 21,250 5,379 15,301 Total 2023 3 295 $ 32,250 $ 16,089 $ 15,373 2022 n/a n/a — — $ — $ — $ 102 (3) ( (1) Subsequent to March 31, 2023, we sold a 70 -unit assisted living community located in Florida for $4,850 . (2) Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable. (3) 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”). Financing Receivables. As part of our acquisitions, we may from time to time, invest in sale and leaseback transactions. In accordance with ASC Topic 842, Leases Financing receivables Consolidated Balance Sheets Interest income from financing receivables Consolidated Statements of Income Financing receivables Real property investments Consolidated Balance Sheets During 2023, we entered into a $121,321,000 JV with an affiliate of an existing operator and contributed $117,490,000 into the JV that purchased 11 assisted living and memory care communities from an affiliate of our JV partner. The JV leased the communities back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options. The contractual initial cash yield of 7.25% increases to 7.5% in year three then escalates thereafter based on CPI subject to a floor of 2.0% and a ceiling of 4.0% . Additionally, the JV provided the seller-lessee with a purchase option to buy up to 50% of the properties at the beginning of the third lease year and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit Internal Rate of Return (“IRR”) of 9.0% . During the three months ended March 31, 2023, we recognized $2,345,000 of Interest income from financing receivables and upon origination we recorded $1,213,000 Provision for credit losses equal to 1% of the loan balance related to this investment. During 2022, we entered into a JV and contributed $61,661,000 into the JV that purchased three skilled nursing centers located in Florida for $75,825,000 . The JV leased the centers back to an affiliate of the seller under a 10-year master lease, with two five-year renewal options and provided the seller-lessee with a purchase option, exercisable at the beginning of the fourth year through the end of the fifth year. During the three months ended March 31, 2023, we recognized $1,406,000 of Interest income from financing receivables related to this investment. Mortgage Loans. (dollar amounts in thousands) Type Percentage Number of Investment Gross of of SNF ALF per Interest Rate Maturity State Investment Property Investment Loans (1) Properties (2) Beds Units Bed/Unit 7.5% 2023 MO $ 1,886 OTH 0.4 % 1 — (3) — — $ n/a 7.5% 2024 LA 29,346 SNF 6.4 % 1 1 189 — $ 155.27 7.5% 2024 GA 51,111 (4) ALF 11.2 % 1 1 — 203 $ 251.78 7.8% 2025 FL 15,260 ALF 3.4 % 1 1 — 68 $ 224.41 7.3% 2025 NC 10,750 (4) ALF 2.4 % 1 1 — 45 $ 238.89 7.3% (5) 2025 NC/SC 56,855 ALF 12.4 % 1 13 — 523 $ 108.71 7.3% (5) 2026 NC 33,598 ALF 7.3 % 1 4 — 217 $ 154.83 7.3% (5) 2026 NC 812 OTH 0.2 % 1 — (6) — — $ — 10.6% (7) 2043 MI 184,349 SNF 40.3 % 1 15 1,875 — $ 98.32 9.6% (7) 2045 MI 38,957 SNF 8.5 % 1 4 480 — $ 81.16 9.8% (7) 2045 MI 19,750 SNF 4.3 % 1 2 201 — $ 98.26 10.3% (7) 2045 MI 14,850 SNF 3.2 % 1 1 146 — $ 101.71 Total $ 457,524 100.0 % 12 43 2,891 1,056 $ 115.92 (1) Some loans contain certain guarantees and provide for certain facility fees. (2) Our mortgage loans are secured by properties located in seven states with six borrowers. (3) Represents a mortgage loan secured by a parcel of land for the future development of a 91 -bed post-acute SNF. (4) We originated a $10,750 mortgage loan secured by a 45 -unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0% . Additionally, we invested $51,111 in an existing mortgage loan secured by a 203 -unit ILF, ALF and MC located in Georgia by acquiring a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75% . We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. (5) Represents the initial rate with an IRR of 8% . (6) Represents a mortgage loan secured by a parcel of land in North Carolina held for future development of a seniors housing community. (7) Mortgage loans provide for 2.25% annual increases in the interest rate. The following table summarizes our mortgage loan activity for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Originations and funding under mortgage loans receivable $ 62,844 (1) $ 1,026 Application of interest reserve 1,149 1,223 Scheduled principal payments received (125) (125) Mortgage loan premium amortization (2) (2) Provision for loan loss reserve (639) (21) Net increase in mortgage loans receivable $ 63,227 $ 2,101 (1) We originated a $10,750 mortgage loan secured by a 45 -unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0% . Additionally, we invested $51,111 in an existing mortgage loan secured by a 203 -unit ILF, ALF and MC located in Georgia by acquiring a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75% . We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. We apply , Measurement of Credit Losses on Financial Instruments . As of March 31, 2023, the accrued interest receivable of $48,079,000 was not included in the measurement of expected credit losses on the financing receivables, mortgage loans receivable and notes receivable (see Note 4. Notes Receivable |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Ventures | 3 Months Ended |
Mar. 31, 2023 | |
Investment in Unconsolidated Joint Ventures | |
Investment in Unconsolidated Joint Ventures | 3. Investment in Unconsolidated Joint Ventures We have preferred equity investments in two joint ventures. We determined that each of these JVs meets the accounting criteria to be considered a variable interest entity (“VIE”). We are not the primary beneficiary of the JVs as we do not have both: 1) the power to direct the activities that most significantly affect the JVs’ economic performance, and 2) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. However, we do have significant influence over the JVs. Therefore, we have accounted for the JVs using the equity method of accounting. The following table provides information regarding these preferred equity investments (dollar amounts in thousands): Type Type Total Contractual Number of of Preferred Cash of Carrying State Properties Investment Return Portion Beds/ Units Value Washington ALF/MC Preferred Equity (1) 12 % 7 % 95 $ 6,340 (1) Washington UDP Preferred Equity (2) 14 % 8 % — 13,000 (2) Total 95 $ 19,340 (1) Represents a preferred equity interest in an entity that developed and owns a 95 -unit ALF and MC in Washington. Our investment represents 15.5% of the total investment. The preferred equity investment earns an initial cash rate of 7% increasing to 9% in year four until the internal rate of return (“IRR”) is 8% . After achieving an 8% IRR, the cash rate drops to 8% until achieving an IRR ranging between 12% to 14% , depending upon timing of redemption. During the fourth quarter of 2021, the entity completed the development project and received its certificate of occupancy. We have the option to require the JV partner to purchase our preferred equity interest at any time between August 17, 2031 and December 31, 2036. (2) Represents a preferred equity interest in an entity that will develop and own a 267 -unit ILF and ALF in Washington. Our investment represents 11.0% of the estimated total investment. The preferred equity investment earns an initial cash rate of 8% with an IRR of 14% . The JV partner has the option to buy out our investment at any time after August 31, 2023 at the IRR rate. Also, we have the option to require the JV partner to purchase our preferred equity interest at any time between August 31, 2027 and, upon project completion and leasing the property, prior to the end of the first renewal term of the lease. During the three months ended March 31, 2023 and 2022, we recognized $376,000 and $375,000 in income from unconsolidated joint ventures. The following table summarizes our income recognized, and application of interest reserves related to our investments in unconsolidated joint ventures for the three months ended March 31, 2023 and 2022 (in thousands): Type of Income Cash Interest Application of Year Properties Recognized Earned Interest Reserve 2023 ALF/MC $ 112 $ — $ 112 UDP 264 — 264 Total $ 376 $ — $ 376 2022 ALF/MC $ 112 $ — $ 112 UDP 263 — 263 Total $ 375 $ — $ 375 |
Notes Receivable
Notes Receivable | 3 Months Ended |
Mar. 31, 2023 | |
Notes Receivable. | |
Notes Receivable | 4. Notes Receivable Notes receivable consist of a mezzanine loan and working capital loans. The following table sets forth information regarding our investment in notes receivable at March 31, 2023 ( dollar amounts in thousands ): Interest Type of Gross Type of Rate IRR Maturity Loan Investment # of loans Property 5.0% — 2023 Working capital $ 380 1 ALF 5.0% — 2024 Working capital 788 1 ALF 4.0% — 2024 Working capital 13,531 1 SNF 5.0% — 2025 Working capital 932 1 ALF 7.5% — 2027 Working capital 550 1 ALF 8.0% 11.0% 2027 Mezzanine 25,000 1 ALF 6.5% — 2030 Working capital 138 1 SNF 7.1% — 2030 Working capital 1,607 2 ALF 7.0% — 2031 Working capital 2,693 1 ALF 8.0% — 2032 Working capital 1,317 1 SNF $ 46,936 (1) 11 (1) Excludes the impact of credit loss reserve. The following table is a summary of our notes receivable components as of March 31, 2023 and December 31, 2022 (in thousands): March 31, 2023 December 31, 2022 Mezzanine loans $ 25,000 $ 36,815 Other loans 21,936 22,157 Notes receivable credit loss reserve (469) (589) Total $ 46,467 $ 58,383 The following table summarizes our notes receivable activity for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Advances under notes receivable $ 605 $ 34,791 (2) Principal payments received under notes receivable (12,641) (1) (1,287) Provision (recovery) for credit losses 120 (333) Net (decrease) increase in notes receivable $ (11,916) $ 33,171 (1) During 2023, we received $4,545 , which includes a prepayment fee and the exit IRR totaling $190 from a mezzanine loan prepayment. The mezzanine loan was on a 136 -unit ILF in Oregon. Additionally, another $7,461 mezzanine loan was effectively prepaid through converting it as part of our $51,111 investment in a participating interest in an existing mortgage loan that is secured by a 203 -unit ALF, ILF and MC located in Georgia. We recorded $1,380 of interest income in connection with the effective prepayment of the mezzanine loan. (2) During 2022, we originated a $25,000 mezzanine loan for the recapitalization of a five -property seniors housing portfolio. The mezzanine loan has a term of approximately five years , with two one-year extension options and bears interest at 8% with an IRR of 11% . The five communities are located in Oregon and Montana, have a total of 621 units, and include independent living, assisted living and memory care. |
Lease Incentives
Lease Incentives | 3 Months Ended |
Mar. 31, 2023 | |
Lease Incentives | |
Lease Incentives | 5. Lease Incentives Our non-contingent lease incentive balances at March 31, 2023 and December 31, 2022 $1,571,000 and $1,789,000 , respectively. The following table summarizes our lease incentives activity for the three months ended March 31, 2023 and 2022 (in thousands) : Three Months Ended March 31, 2023 2022 Lease incentives funded $ — $ 8 Amortization of lease incentives (209) (223) Adjustment for collectability of lease incentives — (173) (1) Other adjustments (9) (13) Net (decrease) in non-contingent lease incentives $ (218) $ (401) (1) Represents the lease incentive balance write-off related to a closed property and subsequent lease termination. Non-contingent lease incentives represent payments made to our lessees for various reasons including entering into a new lease or lease amendments and extensions. Contingent lease incentives represent potential contingent earn-out payments that may be made to our lessees in the future, as part of our lease agreements. From time to time, we may commit to provide contingent payments to our lessees, upon our properties achieving certain rent coverage ratios. Once the contingent payment becomes probable and estimable, the contingent payment is recorded as a lease incentive. Lease incentives are amortized as a yield adjustment to rental income over the remaining life of the lease. |
Debt Obligations
Debt Obligations | 3 Months Ended |
Mar. 31, 2023 | |
Debt Obligations | |
Debt Obligations | 6. Debt Obligations Unsecured Credit Facility. We have an unsecured credit agreement (the “Credit Agreement”) that provides for an aggregate commitment of the lenders of up to $500,000,000 comprising of a $400,000,000 revolving credit facility (the “Revolving Line of Credit”) and two $50,000,000 term loans (the “Term Loans”). The Credit Agreement permits us to request increases to the Revolving Line of Credit and Term Loans commitments up to a total of $1,000,000,000 . The Revolving Line of Credit matures November 19, 2025 and provides for a one-year extension option at our discretion, subject to customary conditions. The Term Loans mature on November 19, 2025 and November 19, 2026. During the fourth quarter of 2022, we entered into the First Amendment (the “Amended Credit Agreement”) to replace LIBOR with SOFR, plus a credit spread adjustment of 10 basis points (“Adjusted SOFR”), as the reference rate for purpose of calculating interest under the Amended Credit Agreement. Other material terms of the Credit Agreement remain unchanged. Based on our leverage at March 31, 2023, the facility provides for interest annually at Adjusted SOFR plus 120 basis points and a facility fee of 20 basis points and the Term Loans provide for interest annually at Adjusted SOFR plus 140 points. Interest Rate Swap Agreements. In connection with entering into the Term Loans described above, we entered into two receive variable/pay fixed interest rate swap agreements (the “Interest Rate Swaps”) with maturities of November 19, 2025 and November 19, 2026, respectively, that will effectively lock-in the forecasted interest payments on the Term Loans’ borrowings over their four and five year terms of the loans. The Interest Rate Swaps are considered cash flow hedges and are recorded on our Consolidated Balance Sheets at fair value in Prepaid expenses and other assets , with cumulative changes in the fair value of these instruments recognized in Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets . In connection with entering into the Amended Credit Agreement discussed above, we entered into amendments to our Interest Rate Swaps to account for SOFR as the updated reference rate in the Amended Credit Agreement. During the three months ended March 31, 2023 and 2022, we recorded a $1,362,000 decrease and a $4,876,000 increase in fair value of Interest Rate Swaps, respectively. As of March 31, 2023 and December 31, 2022, the terms of the Interest Rate Swaps are as follows ( dollar amounts in thousands Notional Fair Value at Date Entered Maturity Date Swap Rate Rate Index Amount March 31, 2023 December 31, 2022 November 2021 November 19, 2025 2.62 % 1-month SOFR $ 50,000 $ 3,394 $ 4,003 November 2021 November 19, 2026 2.76 % 1-month SOFR 50,000 3,963 4,716 $ 100,000 $ 7,357 $ 8,719 Senior Unsecured Notes. The senior unsecured notes and the Credit Agreement, including the Revolving Line of Credit and the Term Loans, contain financial covenants, which are measured quarterly, that require us to maintain, among other things: ● a ratio of total indebtedness to total asset value not greater than 0.6 to 1.0; ● a ratio of secured debt to total asset value not greater than 0.35 to 1.0; ● a ratio of unsecured debt to the value of the unencumbered asset value not greater than 0.6 to 1.0; and ● a ratio of EBITDA, as calculated in the debt obligation, to fixed charges not less than 1.50 to 1.0. At March 31, 2023, we were in compliance with all applicable financial covenants. These debt obligations also contain additional customary covenants and events of default that are subject to a number of important and significant limitations, qualifications and exceptions. The following table sets forth information regarding debt obligations by component as of March 31, 2023 and December 31, 2022 ( dollar amounts in thousands): At March 31, 2023 At December 31, 2022 Applicable Available Available Interest Outstanding for Outstanding for Debt Obligations Rate (1) Balance Borrowing Balance Borrowing Revolving line of credit 5.95% $ 270,100 $ 129,900 $ 130,000 $ 270,000 Term loans, net of debt issue costs 2.69% 99,545 — 99,511 — Senior unsecured notes, net of debt issue costs 4.24% 531,400 — 538,343 — Total 4.58% $ 901,045 $ 129,900 $ 767,854 $ 270,000 (1) Represents weighted average of interest rate as of March 31, 2023. During the three months ended March 31, 2023, our debt borrowings and repayments were as follows ( in thousands Three Months Ended March 31, 2023 2022 Debt Obligations Borrowings Repayments Borrowings Repayments Revolving line of credit (1) $ 162,700 $ (22,600) $ 47,000 $ — Senior unsecured notes — (7,000) — (7,000) Total $ 162,700 $ (29,600) $ 47,000 $ (7,000) (1) Subsequent to March 31, 2023, we repaid $6,000 under our Revolving Line of Credit. Accordingly, we have $264,100 outstanding and $135,900 available for borrowing under our Revolving Line of Credit. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity | |
Equity | 7. Equity Non-controlling Interests. As of March 31, 2023, we have the following consolidated VIEs (in thousands): Gross Investment Property Consolidated Non-Controlling Year Purpose Type State Assets Interests 2023 Owned real estate (1) ALF/MC NC $ 121,321 $ 3,831 2022 Owned real estate (2) SNF FL 76,756 14,325 2018 Owned real estate ILF OR 14,650 2,907 2018 Owned real estate and development ALF/MC OR 18,452 1,184 2017 Owned real estate and development ILF/ALF/MC WI 22,007 2,305 2017 Owned real estate ALF/MC SC 11,680 1,240 Total $ 264,866 $ 25,792 (1) During the first quarter of 2023, we entered into a JV that purchased 11 ALF and MC with a total of 523 units. For more information regarding this transaction see Financing Receivable above in Note 2. (2) During 2022, we entered into a JV that purchased three skilled nursing centers with a total of 299 beds. For more information regarding this transaction see Financing Receivable above in Note 2. Common Stock. price of shares of our common stock. During the three months ended March 31, 2023, we sold 48,500 shares of common stock for $1,777,000 in net proceeds under our Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $80,000 of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received. At March 31, 2023, we had $128,822,000 available under the Equity Distribution Agreements. During the three months ended March 31, 2023 and 2022, we acquired 41,350 shares and 36,880 shares, respectively, of common stock held by employees who tendered owned shares to satisfy tax withholding obligations. Available Shelf Registration. Distributions. (in thousands) Three Months Ended March 31, 2023 2022 Declared Paid Declared Paid Common Stock (1) $ 23,563 $ 23,563 $ 22,480 $ 22,480 (1) Represents $0.19 per share per month for the three months ended March 31, 2023 and 2022. In April 2023, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of April , May and June 2023, payable on April 28, May 31, and June 30, 2023, respectively, to stockholders of record on April 20, May 23, and June 22, 2023, respectively. Stock-Based Compensation At March 31, 2023, we had 5,000 stock options outstanding and exercisable. During each of the three months ended March 31, 2023 and 2022, 5,000 stock options expired and were cancelled. During the three months ended March 31, 2023 and 2022, no stock options were granted or exercised. The following table summarizes our restricted stock activity for the three months ended March 31, 2023 and 2022 : Three Months Ended March 31, 2023 2022 Outstanding, January 1 229,236 197,422 Granted 127,960 122,865 Vested (98,206) (83,341) Cancelled (1,085) — Outstanding, March 31 257,905 236,946 No performance-based stock units vested during the three months ended March 31, 2023, and 2022. During the three months ended March 31, 2023 and 2022, we granted restricted stock and performance-based stock units under the 2021 Plan as follows: No. of Price per Year Shares/Units Share Reward Type Vesting Period 2023 127,960 $ 37.16 Restricted stock ratably over 3 years 86,867 $ 37.16 Performance-based stock units TSR targets (1) 214,827 2022 122,865 $ 33.94 Restricted stock ratably over 3 years 86,332 $ 33.94 Performance-based stock units TSR targets (1) 209,197 (1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 4 years with acceleration opportunity in 3 years . Compensation expense recognized related to the vesting of restricted common stock and performance-based stock units for the three months ended March 31, 2023 and 2022 were $2,088,000 and $1,925,000 , respectively. At March 31, 2023, the remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (in thousands): Remaining Compensation Vesting Date Expense April - December 2023 $ 6,071 2024 5,766 2025 3,238 2026 356 Total $ 15,431 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies | |
Commitments and Contingencies | 8. Commitments and Contingencies At March 31, 2023, we had commitments as follows (in thousands): Total Investment 2023 Commitment Remaining Commitment Funding Funded Commitment Real estate properties ote 2. Real Estate Investments $ 15,602 (1) $ 830 $ 4,464 $ 11,138 Accrued incentives and earn-out liabilities (Note 5. Lease Incentives) 19,000 (2) — — 19,000 Mortgage loans (N ote 2. Real Estate Investments 32,507 (3) 983 10,596 21,911 Notes receivable (N ote 7. Notes Receivable 26,630 (4) 605 14,700 11,930 Total $ 93,739 $ 2,418 $ 29,760 $ 63,979 (1) Represents commitments to purchase land and improvements, if applicable, and to develop, re-develop, renovate or expand seniors housing and skilled nursing properties. (2) Includes an earn-out payment of up to $3,000 to an operator under a master lease on four SNFs in Texas which were acquired during 2022. The master lease allows either an earn-out payment up to $3,000 or a purchase option. The earn-out payment is available, contingent on achieving certain thresholds per the lease, beginning at the end of the second lease year through the end of the fifth lease year. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the purchase option see Note 2. Real Estate Investments . (3) Represents $14,507 of commitments for the expansion, renovation and working capital related to seniors housing and skilled nursing properties securing the mortgage loans and $18,000 of commitments which are contingent upon the borrower achieving certain coverage ratios. (4) Represents working capital loan commitments. Additionally, some of our lease agreements provide purchase options allowing the lessee to purchase the properties they currently lease from us. See Note 2. Real Estate Investments We are a party from time to time to various general and professional liability claims and lawsuits asserted against the lessees or borrowers of our properties, which in our opinion are not singularly or in the aggregate material to our results of operations or financial condition. These types of claims and lawsuits may include matters involving general or professional liability, which we believe under applicable legal principles are not our responsibility as a non-possessory landlord or mortgage holder. We believe that these matters are the responsibility of our lessees and borrowers pursuant to general legal principles and pursuant to insurance and indemnification provisions in the applicable leases or mortgages. We intend to continue to vigorously defend such claims. |
Major Operators
Major Operators | 3 Months Ended |
Mar. 31, 2023 | |
Major Operators | |
Major Operators | 9. Major Operators We have one operator that represents 10% or more of our combined rental revenue and interest income from mortgage loans. The following table sets forth information regarding our major operator as of March 31, 2023: Number of Number of Percentage of SNF ALF Total Total Operator SNF ALF Beds Units Revenues (1) Assets (2) Prestige Healthcare (3) 24 — 2,820 93 16.4 % 14.7 % (1) Subsequent to March 31, 2023, we agreed to defer up to $1,500 in interest payments due on one of Prestige’s mortgage loans secured by 15 skilled nursing centers. The deferral will be available from May to September 2023 capped at $300 per month. (2) Represents the net carrying value of the mortgage loans and properties we own divided by the Total assets on the Consolidated Balance Sheets. (3) The majority of the revenue derived from this operator relates to interest income from mortgage loans. Our financial position and ability to make distributions may be adversely affected if Prestige Healthcare or any of our lessees and borrowers face financial difficulties, including any bankruptcies, inability to emerge from bankruptcy, insolvency or general downturn in business of any such operator, continuing impact upon services or occupancy levels due to COVID-19, or in the event any such operator does not renew and/or extend its relationship with us. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings per Share | |
Earnings per Share | 10. Earnings per Share The following table sets forth the computation of basic and diluted net income per share ( in thousands, except per share amounts Three Months Ended March 31, 2023 2022 Net income $ 33,561 $ 14,507 Less income allocated to non-controlling interests (427) (95) Less income allocated to participating securities: Non-forfeitable dividends on participating securities (147) (137) Income allocated to participating securities (58) — Total net income allocated to participating securities (205) (137) Net income available to common stockholders 32,929 14,275 Effect of dilutive securities: Participating securities (1) — — Net income for diluted net income per share $ 32,929 $ 14,275 Shares for basic net income per share 41,082 39,199 Effect of dilutive securities: Stock options (1) — — Performance-based stock units 107 150 Participating securities (1) — — Total effect of dilutive securities 107 150 Shares for diluted net income per share 41,189 39,349 Basic net income per share $ 0.80 $ 0.36 Diluted net income per share $ 0.80 $ 0.36 (1) For the three months ended March 31, 2023 and 2022, the participating securities and stock options have been excluded from the computation of diluted net income per share as such inclusion would be anti-dilutive. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Measurements | |
Fair Value Measurements | 11. Fair Value Measurements In accordance with the accounting guidance regarding the fair value option for financial assets and financial liabilities, entities are permitted to choose to measure certain financial assets and liabilities at fair value, with the change in unrealized gains and losses reported in earnings. We did not elect the fair value option for any of our financial assets and financial liabilities. The carrying amount of cash and cash equivalents approximates their fair value because of the short-term maturity of these instruments. We do not invest our cash in auction rate securities. The carrying value and estimated fair value of our financial instruments as of March 31, 2023 and December 31, 2022 were as follows ( in thousands ): At March 31, 2023 At December 31, 2022 Carrying Fair Carrying Fair Value Value Value Value Financing receivable, net of credit loss reserve $ 196,096 $ 198,741 (1) $ 75,999 $ 76,033 (1) Mortgage loans receivable, net of credit loss reserve 452,955 532,861 (2) 389,728 461,276 (2) Notes receivable, net of credit loss reserve 46,467 50,442 (3) 58,383 61,858 (3) Revolving line of credit 270,100 270,100 (4) 130,000 130,000 (4) Term loans, net of debt issue costs 99,545 100,000 (4) 99,511 100,000 (4) Senior unsecured notes, net of debt issue costs 531,400 477,454 (5) 538,343 477,653 (5) (1) Our investment in financing receivables is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate used to value our future cash inflows of the financing receivables at March 31, 2023 and December 31, 2022 was 7.6% . (2) Our investment in mortgage loans receivable is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash inflows of the mortgage loans receivable at March 31, 2023 and December 31, 2022 was 9.1% and 9.3% , respectively. (3) Our investments in notes receivable are classified as Level 3. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash flows of the notes receivable at March 31, 2023 and December 31, 2022, were 6.4% and 7.1% , respectively. (4) Our revolving line of credit and term loans bear interest at a variable interest rate. The estimated fair value of our revolving line of credit and term loans approximated their carrying values at March 31, 2023 and December 31, 2022 based upon prevailing market interest rates for similar debt arrangements. (5) Our obligation under our senior unsecured notes is classified as Level 3 and thus the fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is measured based upon management’s estimates of rates currently prevailing for comparable loans available to us, and instruments of comparable maturities. At March 31, 2023, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.25% for those maturing before year 2030 and 6.75% for those maturing at or beyond year 2030. At December 31, 2022, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.50% for those maturing before year 2030 and 7.00% for those maturing at or beyond year 2030. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2023 | |
Subsequent Events | |
Subsequent Events | 12. Subsequent Events Subsequent to March 31, 2023 the following events occurred: Real Estate Dispositions: Debt: Equity: We declared a monthly cash dividend of $0.19 per share on our common stock for the months of April , May and June 2023, payable on April 28, May 31, and June 30, 2023, respectively to stockholders of record on April 20, May 23, and June 22, 2023, respectively. |
General (Policies)
General (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
General | |
Basis of Presentation | We have prepared consolidated financial statements included herein without audit and in the opinion of management have included all adjustments necessary for a fair presentation of the consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to rules and regulations governing the presentation of interim financial statements. The accompanying consolidated financial statements include the accounts of our company and its wholly-owned subsidiaries. |
Reclassifications | All significant intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three months ended March 31, 2023 and 2022 are not necessarily indicative of the results for a full year. |
Income taxes | No provision has been made for federal or state income taxes. Our company qualifies as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As such, we generally are not taxed on income that is distributed to our stockholders. |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Real Estate Investments | |
Summary of investments in owned properties | The following table summarizes our investments in owned properties at March 31, 2023 (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 $ 785,912 56.5 % 98 — 5,437 $ 144.55 Skilled Nursing 591,305 42.6 % 50 6,113 236 $ 93.13 Other (2) 12,005 0.9 % 1 118 — — Total $ 1,389,222 100.0 % 149 6,231 5,673 (1) We own properties in 26 states that are leased to 23 different operators. (2) Includes three parcels of land held-for-use, and one behavioral health care hospital. |
Summary of components of our rental income | The following table summarizes components of our rental income for the three months ended March 31, 2023 and 2022 (in thousands): March 31, Rental Income 2023 2022 Contractual cash rental income $ 29,125 (1) $ 26,915 (1) Variable cash rental income 3,284 (2) 4,039 (2) Straight-line rent (465) (3) (234) (3) Adjustment for collectability of lease incentives and rental income — (173) (4) Amortization of lease incentives (209) (223) Total $ 31,735 $ 30,324 (1) Increased primarily due to transitioned portfolios, rental income from acquisitions during the second quarter of 2022, completed development projects and annual rent escalations, partially offset by sold properties. (2) The variable rental income for the three months ended March 31, 2023, includes reimbursement of real estate taxes by our lessees of $3,284 . The variable rental income for the three months ended March 31, 2022, includes reimbursement of real estate taxes by our lessees of $3,982 and contingent rental income of $57 . Decreased primarily due to property tax reassessment and sold properties partially offset by the 2022 second quarter acquisition. (3) Primarily due to normal amortization. (4) Represents a lease incentive balance write-off related to a closed property and subsequent lease termination. |
Summary of information about purchase options included in our lease agreements | 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 $ 33,483 2023-2029 Florida MC 1 15,201 12,386 2029 Florida SNF 3 76,756 76,756 2025-2027 (1) Nebraska ALF 3 7,633 2,889 TBD (2) North Carolina ALF/MC 11 121,321 121,321 2025-2028 (3) Ohio MC 1 16,160 13,816 2024-2025 South Carolina ALF/MC 1 11,680 8,908 2029 Texas SNF 4 51,837 50,518 2027-2029 (4) Total $ 339,483 $ 320,077 (1) During 2022, we entered into a joint venture (“JV”) to purchase three skilled nursing centers with a total of 299 beds. The JV leased the properties under a 10-year master lease. For more information regarding this transaction see Financing Receivables below. (2) Subject to the properties achieving certain coverage ratios. (3) During 2023, we entered into a JV that purchased 11 ALFs and MCs with a total of 523 units and leased the communities under a 10-year master lease. The master lease provides the operator with the option to buy up to 50% of the properties at the beginning of the third lease year, and the remaining properties at the beginning of the fourth lease year through the end of the sixth lease year, with an exit IRR of 9.00% on any portion of the properties being purchased. For more information regarding this transaction see Financing Receivables below. (4) During 2022, we purchased four skilled nursing centers and leased these properties under a 10-year lease with an existing operator. The lease allows the operator to elect either an earn-out payment or purchase option. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the earn-out see Note 8. Commitments and Contingencies . |
Schedule of properties held-for-sale | Properties Held -for-Sale. dollar amounts in thousands Type Number Number of of of Gross Accumulated State Property Properties Beds/units Investment Depreciation FL ALF 1 70 $ 7,163 (1) $ 3,088 (1) Represents our gross investment after $1,656 of impairment losses. |
Schedule of development and improvement projects | Improvements. During he following in improvements projects (in thousands) : Three Months Ended March 31, Type of Property 2023 2022 Assisted Living Communities $ 1,548 $ 694 Skilled Nursing Centers 973 177 Other 87 197 Total $ 2,608 $ 1,068 |
Schedule of property sold | The following table summarizes property sales during the three months ended March 31, 2023 and 2022 (dollar amounts in thousands): Type Number Number of of of Sales Carrying Net Year State Properties Properties Beds/Units Price Value Gain (2) 2023 (1) Kentucky ALF 1 60 $ 11,000 $ 10,710 $ 72 New Mexico SNF 2 235 21,250 5,379 15,301 Total 2023 3 295 $ 32,250 $ 16,089 $ 15,373 2022 n/a n/a — — $ — $ — $ 102 (3) ( (1) Subsequent to March 31, 2023, we sold a 70 -unit assisted living community located in Florida for $4,850 . (2) Calculation of net gain includes cost of sales and write-off of straight-line receivable and lease incentives, when applicable. (3) 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”). |
Summary of investments in mortgage loans secured by first mortgages | Mortgage Loans. (dollar amounts in thousands) Type Percentage Number of Investment Gross of of SNF ALF per Interest Rate Maturity State Investment Property Investment Loans (1) Properties (2) Beds Units Bed/Unit 7.5% 2023 MO $ 1,886 OTH 0.4 % 1 — (3) — — $ n/a 7.5% 2024 LA 29,346 SNF 6.4 % 1 1 189 — $ 155.27 7.5% 2024 GA 51,111 (4) ALF 11.2 % 1 1 — 203 $ 251.78 7.8% 2025 FL 15,260 ALF 3.4 % 1 1 — 68 $ 224.41 7.3% 2025 NC 10,750 (4) ALF 2.4 % 1 1 — 45 $ 238.89 7.3% (5) 2025 NC/SC 56,855 ALF 12.4 % 1 13 — 523 $ 108.71 7.3% (5) 2026 NC 33,598 ALF 7.3 % 1 4 — 217 $ 154.83 7.3% (5) 2026 NC 812 OTH 0.2 % 1 — (6) — — $ — 10.6% (7) 2043 MI 184,349 SNF 40.3 % 1 15 1,875 — $ 98.32 9.6% (7) 2045 MI 38,957 SNF 8.5 % 1 4 480 — $ 81.16 9.8% (7) 2045 MI 19,750 SNF 4.3 % 1 2 201 — $ 98.26 10.3% (7) 2045 MI 14,850 SNF 3.2 % 1 1 146 — $ 101.71 Total $ 457,524 100.0 % 12 43 2,891 1,056 $ 115.92 (1) Some loans contain certain guarantees and provide for certain facility fees. (2) Our mortgage loans are secured by properties located in seven states with six borrowers. (3) Represents a mortgage loan secured by a parcel of land for the future development of a 91 -bed post-acute SNF. (4) We originated a $10,750 mortgage loan secured by a 45 -unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0% . Additionally, we invested $51,111 in an existing mortgage loan secured by a 203 -unit ILF, ALF and MC located in Georgia by acquiring a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75% . We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. (5) Represents the initial rate with an IRR of 8% . (6) Represents a mortgage loan secured by a parcel of land in North Carolina held for future development of a seniors housing community. (7) Mortgage loans provide for 2.25% annual increases in the interest rate. |
Schedule of mortgage loan activity | The following table summarizes our mortgage loan activity for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Originations and funding under mortgage loans receivable $ 62,844 (1) $ 1,026 Application of interest reserve 1,149 1,223 Scheduled principal payments received (125) (125) Mortgage loan premium amortization (2) (2) Provision for loan loss reserve (639) (21) Net increase in mortgage loans receivable $ 63,227 $ 2,101 (1) We originated a $10,750 mortgage loan secured by a 45 -unit MC located in North Carolina. The loan carries a two-year term with an interest-only rate of 7.25% and an IRR of 9.0% . Additionally, we invested $51,111 in an existing mortgage loan secured by a 203 -unit ILF, ALF and MC located in Georgia by acquiring a participating interest owned by existing lenders for $42,251 in addition to converting our $7,461 mezzanine loan in the property into a participating interest in the mortgage loan. The mortgage loan matures in October 2024 and our investment is at an initial rate of 7.5% with an IRR of 7.75% . We recorded $1,380 of additional interest income in connection with the effective prepayment of the mezzanine loan in the first quarter of 2023. |
Investment in Unconsolidated _2
Investment in Unconsolidated Joint Ventures (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Investment in Unconsolidated Joint Ventures | |
Summary of the preferred equity investments | The following table provides information regarding these preferred equity investments (dollar amounts in thousands): Type Type Total Contractual Number of of Preferred Cash of Carrying State Properties Investment Return Portion Beds/ Units Value Washington ALF/MC Preferred Equity (1) 12 % 7 % 95 $ 6,340 (1) Washington UDP Preferred Equity (2) 14 % 8 % — 13,000 (2) Total 95 $ 19,340 (1) Represents a preferred equity interest in an entity that developed and owns a 95 -unit ALF and MC in Washington. Our investment represents 15.5% of the total investment. The preferred equity investment earns an initial cash rate of 7% increasing to 9% in year four until the internal rate of return (“IRR”) is 8% . After achieving an 8% IRR, the cash rate drops to 8% until achieving an IRR ranging between 12% to 14% , depending upon timing of redemption. During the fourth quarter of 2021, the entity completed the development project and received its certificate of occupancy. We have the option to require the JV partner to purchase our preferred equity interest at any time between August 17, 2031 and December 31, 2036. (2) Represents a preferred equity interest in an entity that will develop and own a 267 -unit ILF and ALF in Washington. Our investment represents 11.0% of the estimated total investment. The preferred equity investment earns an initial cash rate of 8% with an IRR of 14% . The JV partner has the option to buy out our investment at any time after August 31, 2023 at the IRR rate. Also, we have the option to require the JV partner to purchase our preferred equity interest at any time between August 31, 2027 and, upon project completion and leasing the property, prior to the end of the first renewal term of the lease. |
Summary of capital contributions, income recognized and cash interest received from investments in unconsolidated joint ventures | During the three months ended March 31, 2023 and 2022, we recognized $376,000 and $375,000 in income from unconsolidated joint ventures. The following table summarizes our income recognized, and application of interest reserves related to our investments in unconsolidated joint ventures for the three months ended March 31, 2023 and 2022 (in thousands): Type of Income Cash Interest Application of Year Properties Recognized Earned Interest Reserve 2023 ALF/MC $ 112 $ — $ 112 UDP 264 — 264 Total $ 376 $ — $ 376 2022 ALF/MC $ 112 $ — $ 112 UDP 263 — 263 Total $ 375 $ — $ 375 |
Notes Receivable (Tables)
Notes Receivable (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Notes Receivable. | |
Summary of investments in notes receivable | The following table sets forth information regarding our investment in notes receivable at March 31, 2023 ( dollar amounts in thousands ): Interest Type of Gross Type of Rate IRR Maturity Loan Investment # of loans Property 5.0% — 2023 Working capital $ 380 1 ALF 5.0% — 2024 Working capital 788 1 ALF 4.0% — 2024 Working capital 13,531 1 SNF 5.0% — 2025 Working capital 932 1 ALF 7.5% — 2027 Working capital 550 1 ALF 8.0% 11.0% 2027 Mezzanine 25,000 1 ALF 6.5% — 2030 Working capital 138 1 SNF 7.1% — 2030 Working capital 1,607 2 ALF 7.0% — 2031 Working capital 2,693 1 ALF 8.0% — 2032 Working capital 1,317 1 SNF $ 46,936 (1) 11 (1) Excludes the impact of credit loss reserve. |
Summary of mezzanine loans and other loan arrangements | The following table is a summary of our notes receivable components as of March 31, 2023 and December 31, 2022 (in thousands): March 31, 2023 December 31, 2022 Mezzanine loans $ 25,000 $ 36,815 Other loans 21,936 22,157 Notes receivable credit loss reserve (469) (589) Total $ 46,467 $ 58,383 |
Summary of notes receivable activity | The following table summarizes our notes receivable activity for the three months ended March 31, 2023 and 2022 (in thousands): Three Months Ended March 31, 2023 2022 Advances under notes receivable $ 605 $ 34,791 (2) Principal payments received under notes receivable (12,641) (1) (1,287) Provision (recovery) for credit losses 120 (333) Net (decrease) increase in notes receivable $ (11,916) $ 33,171 (1) During 2023, we received $4,545 , which includes a prepayment fee and the exit IRR totaling $190 from a mezzanine loan prepayment. The mezzanine loan was on a 136 -unit ILF in Oregon. Additionally, another $7,461 mezzanine loan was effectively prepaid through converting it as part of our $51,111 investment in a participating interest in an existing mortgage loan that is secured by a 203 -unit ALF, ILF and MC located in Georgia. We recorded $1,380 of interest income in connection with the effective prepayment of the mezzanine loan. (2) During 2022, we originated a $25,000 mezzanine loan for the recapitalization of a five -property seniors housing portfolio. The mezzanine loan has a term of approximately five years , with two one-year extension options and bears interest at 8% with an IRR of 11% . The five communities are located in Oregon and Montana, have a total of 621 units, and include independent living, assisted living and memory care. |
Lease Incentives (Tables)
Lease Incentives (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Lease Incentives | |
Summary of lease incentive activity | The following table summarizes our lease incentives activity for the three months ended March 31, 2023 and 2022 (in thousands) : Three Months Ended March 31, 2023 2022 Lease incentives funded $ — $ 8 Amortization of lease incentives (209) (223) Adjustment for collectability of lease incentives — (173) (1) Other adjustments (9) (13) Net (decrease) in non-contingent lease incentives $ (218) $ (401) (1) Represents the lease incentive balance write-off related to a closed property and subsequent lease termination. |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Obligations | |
Schedule of interest rate swaps | As of March 31, 2023 and December 31, 2022, the terms of the Interest Rate Swaps are as follows ( dollar amounts in thousands Notional Fair Value at Date Entered Maturity Date Swap Rate Rate Index Amount March 31, 2023 December 31, 2022 November 2021 November 19, 2025 2.62 % 1-month SOFR $ 50,000 $ 3,394 $ 4,003 November 2021 November 19, 2026 2.76 % 1-month SOFR 50,000 3,963 4,716 $ 100,000 $ 7,357 $ 8,719 |
Schedule of Debt Obligations | The following table sets forth information regarding debt obligations by component as of March 31, 2023 and December 31, 2022 ( dollar amounts in thousands): At March 31, 2023 At December 31, 2022 Applicable Available Available Interest Outstanding for Outstanding for Debt Obligations Rate (1) Balance Borrowing Balance Borrowing Revolving line of credit 5.95% $ 270,100 $ 129,900 $ 130,000 $ 270,000 Term loans, net of debt issue costs 2.69% 99,545 — 99,511 — Senior unsecured notes, net of debt issue costs 4.24% 531,400 — 538,343 — Total 4.58% $ 901,045 $ 129,900 $ 767,854 $ 270,000 (1) Represents weighted average of interest rate as of March 31, 2023. |
Schedule of borrowings and repayments | During the three months ended March 31, 2023, our debt borrowings and repayments were as follows ( in thousands Three Months Ended March 31, 2023 2022 Debt Obligations Borrowings Repayments Borrowings Repayments Revolving line of credit (1) $ 162,700 $ (22,600) $ 47,000 $ — Senior unsecured notes — (7,000) — (7,000) Total $ 162,700 $ (29,600) $ 47,000 $ (7,000) (1) Subsequent to March 31, 2023, we repaid $6,000 under our Revolving Line of Credit. Accordingly, we have $264,100 outstanding and $135,900 available for borrowing under our Revolving Line of Credit. |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity | |
Schedule of consolidated VIEs | As of March 31, 2023, we have the following consolidated VIEs (in thousands): Gross Investment Property Consolidated Non-Controlling Year Purpose Type State Assets Interests 2023 Owned real estate (1) ALF/MC NC $ 121,321 $ 3,831 2022 Owned real estate (2) SNF FL 76,756 14,325 2018 Owned real estate ILF OR 14,650 2,907 2018 Owned real estate and development ALF/MC OR 18,452 1,184 2017 Owned real estate and development ILF/ALF/MC WI 22,007 2,305 2017 Owned real estate ALF/MC SC 11,680 1,240 Total $ 264,866 $ 25,792 (1) During the first quarter of 2023, we entered into a JV that purchased 11 ALF and MC with a total of 523 units. For more information regarding this transaction see Financing Receivable above in Note 2. (2) During 2022, we entered into a JV that purchased three skilled nursing centers with a total of 299 beds. For more information regarding this transaction see Financing Receivable above in Note 2. |
Schedule of cash dividends declared and paid | Distributions. (in thousands) Three Months Ended March 31, 2023 2022 Declared Paid Declared Paid Common Stock (1) $ 23,563 $ 23,563 $ 22,480 $ 22,480 (1) Represents $0.19 per share per month for the three months ended March 31, 2023 and 2022. |
Schedule of restricted stock activity | The following table summarizes our restricted stock activity for the three months ended March 31, 2023 and 2022 : Three Months Ended March 31, 2023 2022 Outstanding, January 1 229,236 197,422 Granted 127,960 122,865 Vested (98,206) (83,341) Cancelled (1,085) — Outstanding, March 31 257,905 236,946 |
Schedule of restricted stock granted | No. of Price per Year Shares/Units Share Reward Type Vesting Period 2023 127,960 $ 37.16 Restricted stock ratably over 3 years 86,867 $ 37.16 Performance-based stock units TSR targets (1) 214,827 2022 122,865 $ 33.94 Restricted stock ratably over 3 years 86,332 $ 33.94 Performance-based stock units TSR targets (1) 209,197 (1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 4 years with acceleration opportunity in 3 years . |
Schedule of restricted common stock and performance-based stock unit scheduled to vest and remaining compensation expense | At March 31, 2023, the remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (in thousands): Remaining Compensation Vesting Date Expense April - December 2023 $ 6,071 2024 5,766 2025 3,238 2026 356 Total $ 15,431 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies | |
Schedule of commitments | At March 31, 2023, we had commitments as follows (in thousands): Total Investment 2023 Commitment Remaining Commitment Funding Funded Commitment Real estate properties ote 2. Real Estate Investments $ 15,602 (1) $ 830 $ 4,464 $ 11,138 Accrued incentives and earn-out liabilities (Note 5. Lease Incentives) 19,000 (2) — — 19,000 Mortgage loans (N ote 2. Real Estate Investments 32,507 (3) 983 10,596 21,911 Notes receivable (N ote 7. Notes Receivable 26,630 (4) 605 14,700 11,930 Total $ 93,739 $ 2,418 $ 29,760 $ 63,979 (1) Represents commitments to purchase land and improvements, if applicable, and to develop, re-develop, renovate or expand seniors housing and skilled nursing properties. (2) Includes an earn-out payment of up to $3,000 to an operator under a master lease on four SNFs in Texas which were acquired during 2022. The master lease allows either an earn-out payment up to $3,000 or a purchase option. The earn-out payment is available, contingent on achieving certain thresholds per the lease, beginning at the end of the second lease year through the end of the fifth lease year. If neither option is elected within the timeframe defined in the lease, both elections are terminated. For more information regarding the purchase option see Note 2. Real Estate Investments . (3) Represents $14,507 of commitments for the expansion, renovation and working capital related to seniors housing and skilled nursing properties securing the mortgage loans and $18,000 of commitments which are contingent upon the borrower achieving certain coverage ratios. (4) Represents working capital loan commitments. |
Major Operators (Tables)
Major Operators (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Major Operators | |
Schedule of concentration of risk by major operators | Number of Number of Percentage of SNF ALF Total Total Operator SNF ALF Beds Units Revenues (1) Assets (2) Prestige Healthcare (3) 24 — 2,820 93 16.4 % 14.7 % (1) Subsequent to March 31, 2023, we agreed to defer up to $1,500 in interest payments due on one of Prestige’s mortgage loans secured by 15 skilled nursing centers. The deferral will be available from May to September 2023 capped at $300 per month. (2) Represents the net carrying value of the mortgage loans and properties we own divided by the Total assets on the Consolidated Balance Sheets. (3) The majority of the revenue derived from this operator relates to interest income from mortgage loans. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings per Share | |
Schedule of basic and diluted net income per share | The following table sets forth the computation of basic and diluted net income per share ( in thousands, except per share amounts Three Months Ended March 31, 2023 2022 Net income $ 33,561 $ 14,507 Less income allocated to non-controlling interests (427) (95) Less income allocated to participating securities: Non-forfeitable dividends on participating securities (147) (137) Income allocated to participating securities (58) — Total net income allocated to participating securities (205) (137) Net income available to common stockholders 32,929 14,275 Effect of dilutive securities: Participating securities (1) — — Net income for diluted net income per share $ 32,929 $ 14,275 Shares for basic net income per share 41,082 39,199 Effect of dilutive securities: Stock options (1) — — Performance-based stock units 107 150 Participating securities (1) — — Total effect of dilutive securities 107 150 Shares for diluted net income per share 41,189 39,349 Basic net income per share $ 0.80 $ 0.36 Diluted net income per share $ 0.80 $ 0.36 (1) For the three months ended March 31, 2023 and 2022, the participating securities and stock options have been excluded from the computation of diluted net income per share as such inclusion would be anti-dilutive. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Measurements | |
Schedule of carrying value and fair value of the entity's financial instruments | The carrying value and estimated fair value of our financial instruments as of March 31, 2023 and December 31, 2022 were as follows ( in thousands ): At March 31, 2023 At December 31, 2022 Carrying Fair Carrying Fair Value Value Value Value Financing receivable, net of credit loss reserve $ 196,096 $ 198,741 (1) $ 75,999 $ 76,033 (1) Mortgage loans receivable, net of credit loss reserve 452,955 532,861 (2) 389,728 461,276 (2) Notes receivable, net of credit loss reserve 46,467 50,442 (3) 58,383 61,858 (3) Revolving line of credit 270,100 270,100 (4) 130,000 130,000 (4) Term loans, net of debt issue costs 99,545 100,000 (4) 99,511 100,000 (4) Senior unsecured notes, net of debt issue costs 531,400 477,454 (5) 538,343 477,653 (5) (1) Our investment in financing receivables is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate used to value our future cash inflows of the financing receivables at March 31, 2023 and December 31, 2022 was 7.6% . (2) Our investment in mortgage loans receivable is classified as Level 3. The fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash inflows of the mortgage loans receivable at March 31, 2023 and December 31, 2022 was 9.1% and 9.3% , respectively. (3) Our investments in notes receivable are classified as Level 3. The discount rate is determined using our assumption on market conditions adjusted for market and credit risk and current returns on our investments. The discount rate used to value our future cash flows of the notes receivable at March 31, 2023 and December 31, 2022, were 6.4% and 7.1% , respectively. (4) Our revolving line of credit and term loans bear interest at a variable interest rate. The estimated fair value of our revolving line of credit and term loans approximated their carrying values at March 31, 2023 and December 31, 2022 based upon prevailing market interest rates for similar debt arrangements. (5) Our obligation under our senior unsecured notes is classified as Level 3 and thus the fair value is determined using a widely accepted valuation technique, discounted cash flow analysis on the expected cash flows. The discount rate is measured based upon management’s estimates of rates currently prevailing for comparable loans available to us, and instruments of comparable maturities. At March 31, 2023, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.25% for those maturing before year 2030 and 6.75% for those maturing at or beyond year 2030. At December 31, 2022, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.50% for those maturing before year 2030 and 7.00% for those maturing at or beyond year 2030. |
General (Details)
General (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) segment | |
General | |
Number of operating segments | segment | 1 |
Provision for federal or state income taxes | $ | $ 0 |
Real Estate Investments - Owned
Real Estate Investments - Owned Properties (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) item property state $ / item | |
Real Estate [Line Items] | |
Gross Investment | $ | $ 46,936 |
Real Estate Investment | |
Real Estate [Line Items] | |
Gross Investment | $ | $ 1,389,222 |
Percentage of Investment | 100% |
Number of properties | property | 149 |
Number of states | state | 26 |
Number of operators | 23 |
Real Estate Investment | SNF Beds | |
Real Estate [Line Items] | |
Number of beds/units | 6,231 |
Real Estate Investment | ALF Units | |
Real Estate [Line Items] | |
Number of beds/units | 5,673 |
ALF | Real Estate Investment | |
Real Estate [Line Items] | |
Gross Investment | $ | $ 785,912 |
Percentage of Investment | 56.50% |
Number of properties | property | 98 |
Average Investment per Bed/Unit | $ / item | 144.55 |
ALF | Real Estate Investment | ALF Units | |
Real Estate [Line Items] | |
Number of beds/units | 5,437 |
SNF | Real Estate Investment | |
Real Estate [Line Items] | |
Gross Investment | $ | $ 591,305 |
Percentage of Investment | 42.60% |
Number of properties | property | 50 |
Average Investment per Bed/Unit | $ / item | 93.13 |
SNF | Real Estate Investment | SNF Beds | |
Real Estate [Line Items] | |
Number of beds/units | 6,113 |
SNF | Real Estate Investment | ALF Units | |
Real Estate [Line Items] | |
Number of beds/units | 236 |
Other | Real Estate Investment | |
Real Estate [Line Items] | |
Gross Investment | $ | $ 12,005 |
Percentage of Investment | 0.90% |
Number of properties | property | 1 |
Number of parcels of land | 3 |
Other | Real Estate Investment | SNF Beds | |
Real Estate [Line Items] | |
Number of beds/units | 118 |
Hospital | Real Estate Investment | |
Real Estate [Line Items] | |
Number of properties | property | 1 |
Real Estate Investments - Lease
Real Estate Investments - Lease (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 USD ($) property item lease Center | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) item Center lease | |
Real estate investments | |||
Write-off of straight-line rent and lease incentives balances | $ 144 | $ 173 | |
Gross Investment | 46,936 | ||
Carrying value | 996,121 | $ 1,019,218 | |
Income and Expenses, Lessor [Abstract] | |||
Contractual cash rental income | 29,125 | 26,915 | |
Variable cash rental income | 3,284 | 4,039 | |
Straight-line rent | (465) | (234) | |
Adjustment for collectability of lease incentives and rental income | (173) | ||
Amortization of lease incentives | (209) | (223) | |
Total Rental Income | 31,735 | 30,324 | |
Real estate taxes reimbursed | 3,284 | 3,982 | |
Contingent rental income | $ 57 | ||
Purchase Option in Lease Arrangements | |||
Real estate investments | |||
Gross Investment | 339,483 | ||
Carrying value | 320,077 | ||
ALF | Florida | |||
Real estate investments | |||
Gross Investment | 7,163 | ||
Carrying value | $ 4,075 | ||
ALF | Purchase Option in Lease Arrangements | Nebraska | |||
Real estate investments | |||
Number of properties | property | 3 | ||
Gross Investment | $ 7,633 | ||
Carrying value | $ 2,889 | ||
MC | Purchase Option in Lease Arrangements | Florida | |||
Real estate investments | |||
Number of properties | property | 1 | ||
Gross Investment | $ 15,201 | ||
Carrying value | $ 12,386 | ||
MC | Purchase Option in Lease Arrangements | Ohio | |||
Real estate investments | |||
Number of properties | property | 1 | ||
Gross Investment | $ 16,160 | ||
Carrying value | $ 13,816 | ||
ALF & MC | |||
Real estate investments | |||
Lease renewal term | 5 years | ||
Number of operating lease renewals | lease | 2 | ||
Lease term | 10 years | ||
Income and Expenses, Lessor [Abstract] | |||
Number of assisted living and memory care communities | item | 11 | ||
Maximum percentage of purchase option to buy properties | 50% | ||
Percentage of cash return | 9% | ||
ALF & MC | North Carolina | |||
Income and Expenses, Lessor [Abstract] | |||
Number of assisted living and memory care communities | item | 11 | ||
Number of units | item | 523 | ||
ALF & MC | Purchase Option in Lease Arrangements | California | |||
Real estate investments | |||
Number of properties | property | 2 | ||
Gross Investment | $ 38,895 | ||
Carrying value | $ 33,483 | ||
ALF & MC | Purchase Option in Lease Arrangements | North Carolina | |||
Real estate investments | |||
Number of properties | property | 11 | ||
Gross Investment | $ 121,321 | ||
Carrying value | $ 121,321 | ||
Lease term | 10 years | ||
Income and Expenses, Lessor [Abstract] | |||
Number of assisted living and memory care communities | item | 11 | ||
Number of units | item | 523 | ||
Maximum percentage of purchase option to buy properties | 50% | ||
Percentage of cash return | 9% | ||
ALF & MC | Purchase Option in Lease Arrangements | South Carolina | |||
Real estate investments | |||
Number of properties | property | 1 | ||
Gross Investment | $ 11,680 | ||
Carrying value | $ 8,908 | ||
SNF | |||
Real estate investments | |||
Lease renewal term | 5 years | ||
Number of operating lease renewals | lease | 2 | ||
Skilled nursing center purchased | Center | 3 | ||
Lease term | 10 years | ||
SNF | Brookdale Senior Living | |||
Real estate investments | |||
Skilled nursing center purchased | Center | 2 | ||
Additional term of lessor's operating lease renewal | 5 years | ||
SNF | Florida | |||
Real estate investments | |||
Skilled nursing center purchased | item | 3 | ||
Income and Expenses, Lessor [Abstract] | |||
Number of units | item | 299 | ||
SNF | Florida | Brookdale Senior Living | |||
Income and Expenses, Lessor [Abstract] | |||
Number of units | item | 216 | ||
SNF | Purchase Option in Lease Arrangements | Florida | |||
Real estate investments | |||
Number of properties | property | 3 | ||
Gross Investment | $ 76,756 | ||
Carrying value | $ 76,756 | ||
Number of properties acquired | item | 3 | ||
Lease term | 10 years | ||
Income and Expenses, Lessor [Abstract] | |||
Number of units | item | 299 | ||
SNF | Purchase Option in Lease Arrangements | Texas | |||
Real estate investments | |||
Number of properties | property | 4 | ||
Gross Investment | $ 51,837 | ||
Carrying value | $ 50,518 | ||
Number of properties acquired | item | 4 | ||
Lease term | 10 years |
Real Estate Investments - Held-
Real Estate Investments - Held-For-Sale Properties (Details) | 3 Months Ended | |
Mar. 31, 2023 USD ($) property item | Dec. 31, 2022 USD ($) | |
Real Estate Properties [Line Items] | ||
Impairment loss | $ 434,000 | $ 1,222,000 |
Accumulated depreciation | 390,013,000 | $ 389,182,000 |
Properties sold | ||
Real Estate Properties [Line Items] | ||
Sales price | $ 32,250,000 | |
Number of beds or units in property sold | item | 295 | |
ALF | Florida | ||
Real Estate Properties [Line Items] | ||
Impairment loss | $ 1,656,000 | |
Number of Properties | property | 1 | |
Number of Beds/units | item | 70 | |
Gross Investment | $ 7,163,000 | |
Accumulated depreciation | 3,088,000 | |
ALF | Properties sold | Kentucky | ||
Real Estate Properties [Line Items] | ||
Sales price | $ 11,000,000 | |
Number of beds or units in property sold | item | 60 | |
SNF | Properties sold | New Mexico | ||
Real Estate Properties [Line Items] | ||
Sales price | $ 21,250,000 | |
Number of beds or units in property sold | item | 235 |
Real Estate Investments - Impro
Real Estate Investments - Improvements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Real estate investments | ||
Invested in projects | $ 2,418 | |
Improvements | Development and Improvement Commitments | ||
Real estate investments | ||
Invested in projects | 2,608 | $ 1,068 |
ALF | Improvements | Development and Improvement Commitments | ||
Real estate investments | ||
Invested in projects | 1,548 | 694 |
SNF | Improvements | Development and Improvement Commitments | ||
Real estate investments | ||
Invested in projects | 973 | 177 |
Other | Improvements | Development and Improvement Commitments | ||
Real estate investments | ||
Invested in projects | $ 87 | $ 197 |
Real Estate Investments - Prope
Real Estate Investments - Properties Sold (Details) | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2023 USD ($) item | Mar. 31, 2023 USD ($) property item | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Disposals and other | ||||
Carrying value | $ 996,121,000 | $ 1,019,218,000 | ||
Net Gain (loss) | 15,373,000 | $ 102,000 | ||
ALF | Florida | ||||
Disposals and other | ||||
Carrying value | $ 4,075,000 | |||
Subsequent Event | ALF | Florida | ||||
Disposals and other | ||||
Sales price | $ 4,850,000 | |||
Properties sold | ||||
Disposals and other | ||||
Number of properties sold | property | 3 | |||
Number of beds or units in property sold | item | 295 | |||
Sales price | $ 32,250,000 | |||
Carrying value | 16,089,000 | |||
Net Gain (loss) | $ 15,373,000 | 102,000 | ||
Net Gain (loss) | $ 102,000 | |||
Properties sold | ALF | Kentucky | ||||
Disposals and other | ||||
Number of properties sold | property | 1 | |||
Number of beds or units in property sold | item | 60 | |||
Sales price | $ 11,000,000 | |||
Carrying value | 10,710,000 | |||
Net Gain (loss) | $ 72,000 | |||
Properties sold | SNF | New Mexico | ||||
Disposals and other | ||||
Number of properties sold | property | 2 | |||
Number of beds or units in property sold | item | 235 | |||
Sales price | $ 21,250,000 | |||
Carrying value | 5,379,000 | |||
Net Gain (loss) | $ 15,301,000 | |||
Properties sold | Subsequent Event | ALF | Florida | ||||
Disposals and other | ||||
Number of beds or units in property sold | item | 70 | |||
Sales price | $ 4,850,000 |
Real Estate Investments - Finan
Real Estate Investments - Financing Receivable (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 USD ($) lease item | Dec. 31, 2022 USD ($) Center lease | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Interest income from financing receivables | $ 3,751 | |
ALF & MC | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Amount of joint venture investment | 121,321 | |
Contribution to JV | $ 117,490 | |
Number of assisted living and memory care communities | item | 11 | |
Lease term | 10 years | |
Number of operating lease renewals | lease | 2 | |
Lease renewal term | 5 years | |
Interest income from financing receivables | $ 2,345 | |
Provision for expected loan losses | $ 1,213 | |
Percentage of contractual initial cash yield | 7.25% | |
Percentage of contractual initial cash yield in year three | 7.50% | |
Percentage of floor on initial cash yield | 2% | |
Percentage of ceiling on initial cash yield | 4% | |
Maximum percentage of purchase option to buy properties | 50% | |
Percentage of cash return | 9% | |
SNF | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Contribution to JV | $ 61,661 | |
Skilled nursing center purchased | Center | 3 | |
Real estate property acquired | $ 75,825 | |
Lease term | 10 years | |
Number of operating lease renewals | lease | 2 | |
Lease renewal term | 5 years | |
Interest income from financing receivables | $ 1,406 |
Real Estate Investments - Mortg
Real Estate Investments - Mortgage Loan (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) item property loan state $ / item | Mar. 31, 2022 item | Dec. 31, 2022 USD ($) | |
Real Estate [Line Items] | |||
Gross Investment | $ 46,936 | ||
Number of Loans | loan | 11 | ||
Notes receivable, net of credit loss reserve | $ 46,467 | $ 58,383 | |
Additional interest income related to the exit IRR | $ 1,380 | ||
Mezzanine loan | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 8% | ||
Number of beds/units | item | 136 | 621 | |
Loan Term | 5 years | ||
Additional interest income related to the exit IRR | $ 1,380 | ||
Mezzanine loan | ILF/ALF/MC | Georgia | |||
Real Estate [Line Items] | |||
Gross Investment | 42,251 | ||
Mortgage loans with 7.5% Interest Maturing 2024 | Mezzanine loan | |||
Real Estate [Line Items] | |||
Notes receivable, net of credit loss reserve | 7,461 | ||
Mortgage Loans | |||
Real Estate [Line Items] | |||
Gross Investment | $ 457,524 | ||
Percentage of Investment | 100% | ||
Number of Loans | loan | 12 | ||
Number of properties | property | 43 | ||
Average Investment per Bed/Unit | $ / item | 115.92 | ||
Number of borrowers | item | 6 | ||
Number of states in which properties are located | state | 7 | ||
Mortgage Loans | SNF Beds | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 2,891 | ||
Mortgage Loans | ALF Units | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 1,056 | ||
Mortgage Loans | SNF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 2.25% | ||
Mortgage Loans | ALF | |||
Real Estate [Line Items] | |||
Internal Rate of Return | 8% | ||
Mortgage Loans | ILF/ALF/MC | Georgia | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.50% | ||
Gross Investment | $ 51,111 | ||
Number of beds/units | item | 203 | ||
Internal Rate of Return | 7.75% | ||
Payments to Acquire Real Estate | $ 51,111 | ||
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2023 | SNF | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 91 | ||
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2023 | OTH | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.50% | ||
Gross Investment | $ 1,886 | ||
Percentage of Investment | 0.40% | ||
Number of Loans | loan | 1 | ||
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2024 | SNF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.50% | ||
Gross Investment | $ 29,346 | ||
Percentage of Investment | 6.40% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 1 | ||
Average Investment per Bed/Unit | $ / item | 155.27 | ||
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2024 | SNF | SNF Beds | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 189 | ||
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2024 | ALF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.50% | ||
Gross Investment | $ 51,111 | ||
Percentage of Investment | 11.20% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 1 | ||
Average Investment per Bed/Unit | $ / item | 251.78 | ||
Mortgage Loans | Mortgage loans with 7.5% Interest Maturing 2024 | ALF | ALF Units | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 203 | ||
Mortgage Loans | Mortgage loans with 7.8% Interest Maturing 2025 | ALF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.80% | ||
Gross Investment | $ 15,260 | ||
Percentage of Investment | 3.40% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 1 | ||
Average Investment per Bed/Unit | $ / item | 224.41 | ||
Mortgage Loans | Mortgage loans with 7.8% Interest Maturing 2025 | ALF | ALF Units | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 68 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC | ALF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.30% | ||
Gross Investment | $ 10,750 | ||
Percentage of Investment | 2.40% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 1 | ||
Average Investment per Bed/Unit | $ / item | 238.89 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC | ALF | ALF Units | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 45 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC | ALF | ALF Units | North Carolina | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.25% | ||
Number of beds/units | item | 45 | ||
Loan Term | 2 years | ||
Internal Rate of Return | 9% | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC/SC | ALF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.30% | ||
Gross Investment | $ 56,855 | ||
Percentage of Investment | 12.40% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 13 | ||
Average Investment per Bed/Unit | $ / item | 108.71 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2025, NC/SC | ALF | ALF Units | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 523 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2026 | OTH | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.30% | ||
Gross Investment | $ 812 | ||
Percentage of Investment | 0.20% | ||
Number of Loans | loan | 1 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2026 | ALF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 7.30% | ||
Gross Investment | $ 33,598 | ||
Percentage of Investment | 7.30% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 4 | ||
Average Investment per Bed/Unit | $ / item | 154.83 | ||
Mortgage Loans | Mortgage loans with 7.3% Interest Maturing 2026 | ALF | ALF Units | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 217 | ||
Mortgage Loans | Mortgage loans with 10.6% Interest Maturing 2043 | SNF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 10.60% | ||
Gross Investment | $ 184,349 | ||
Percentage of Investment | 40.30% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 15 | ||
Average Investment per Bed/Unit | $ / item | 98.32 | ||
Mortgage Loans | Mortgage loans with 10.6% Interest Maturing 2043 | SNF | SNF Beds | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 1,875 | ||
Mortgage Loans | Mortgage loans with 9.6% Interest Maturing 2045 [Member] | SNF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 9.60% | ||
Gross Investment | $ 38,957 | ||
Percentage of Investment | 8.50% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 4 | ||
Average Investment per Bed/Unit | $ / item | 81.16 | ||
Mortgage Loans | Mortgage loans with 9.6% Interest Maturing 2045 [Member] | SNF | SNF Beds | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 480 | ||
Mortgage Loans | Mortgage loans with 9.8% Interest Maturing 2045 | SNF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 9.80% | ||
Gross Investment | $ 19,750 | ||
Percentage of Investment | 4.30% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 2 | ||
Average Investment per Bed/Unit | $ / item | 98.26 | ||
Mortgage Loans | Mortgage loans with 9.8% Interest Maturing 2045 | SNF | SNF Beds | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 201 | ||
Mortgage Loans | Mortgage loans with 10.3% Interest Maturing 2045 | SNF | |||
Real Estate [Line Items] | |||
Interest rate (as a percent) | 10.30% | ||
Gross Investment | $ 14,850 | ||
Percentage of Investment | 3.20% | ||
Number of Loans | loan | 1 | ||
Number of properties | property | 1 | ||
Average Investment per Bed/Unit | $ / item | 101.71 | ||
Mortgage Loans | Mortgage loans with 10.3% Interest Maturing 2045 | SNF | SNF Beds | |||
Real Estate [Line Items] | |||
Number of beds/units | item | 146 |
Real Estate Investments - Mor_2
Real Estate Investments - Mortgage Loans Activity (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) item property | Mar. 31, 2022 USD ($) item | Dec. 31, 2022 USD ($) item | |
Mortgage Loans | |||
Originations and funding under mortgage loans receivable | $ 62,844 | $ 1,026 | |
Application of interest reserve | 1,149 | 1,223 | |
Scheduled principal payments received | (125) | (125) | |
Mortgage loan premium amortization | (2) | (2) | |
Provision (recovery) for loan loss reserve | (639) | (21) | |
Net increase (decrease) in mortgage loans receivable | 63,227 | $ 2,101 | |
Notes receivable, net of credit loss reserve | 46,467 | $ 58,383 | |
Additional interest income related to the exit IRR | $ 1,380 | ||
Mortgage Loans | |||
Mortgage Loans | |||
Number of properties | property | 43 | ||
Percentage of Investment | 100% | ||
Mezzanine loan | |||
Mortgage Loans | |||
Loan Term | 5 years | ||
Interest rate (as a percent) | 8% | ||
Number of beds/units | item | 136 | 621 | |
Additional interest income related to the exit IRR | $ 1,380 | ||
Extension term number of options | item | 2 | ||
Extension term | 1 year | ||
Mortgage loans with 7.5% Interest Maturing 2024 | Mezzanine loan | |||
Mortgage Loans | |||
Notes receivable, net of credit loss reserve | $ 7,461 | ||
SNF | Mortgage Loans | |||
Mortgage Loans | |||
Interest rate (as a percent) | 2.25% | ||
SNF | Mortgage loans with 7.5% Interest Maturing 2024 | Mortgage Loans | |||
Mortgage Loans | |||
Interest rate (as a percent) | 7.50% | ||
Number of properties | property | 1 | ||
Percentage of Investment | 6.40% | ||
ALF | Mortgage Loans | |||
Mortgage Loans | |||
Internal Rate of Return | 8% | ||
ALF | Mortgage loans with 7.5% Interest Maturing 2024 | Mortgage Loans | |||
Mortgage Loans | |||
Interest rate (as a percent) | 7.50% | ||
Number of properties | property | 1 | ||
Percentage of Investment | 11.20% | ||
Florida | SNF | |||
Mortgage Loans | |||
Number of beds/units | item | 299 | ||
Georgia | ILF/ALF/MC | Mortgage Loans | |||
Mortgage Loans | |||
Payments to Acquire Real Estate | $ 51,111 | ||
Interest rate (as a percent) | 7.50% | ||
Internal Rate of Return | 7.75% | ||
Number of beds/units | item | 203 | ||
SNF Beds | Mortgage Loans | |||
Mortgage Loans | |||
Number of beds/units | item | 2,891 | ||
SNF Beds | SNF | Mortgage loans with 7.5% Interest Maturing 2024 | Mortgage Loans | |||
Mortgage Loans | |||
Number of beds/units | item | 189 |
Real Estate Investments - Accru
Real Estate Investments - Accrued Interest Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Real Estate Investments | |||
Interest Receivable | $ 48,079 | $ 46,000 | |
Write-off of accrued interest receivable | $ 0 | $ 0 |
Investment in Unconsolidated _3
Investment in Unconsolidated Joint Ventures - Investment (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) item | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Investment in Unconsolidated Joint Ventures | |||
Carrying Value | $ 19,340 | $ 19,340 | |
Income from unconsolidated joint ventures | (376) | $ (375) | |
Application of Interest Reserve | 1,149 | 1,221 | |
Joint Venture | Not primary beneficiary | |||
Investment in Unconsolidated Joint Ventures | |||
Income Recognized | 376 | 375 | |
Application of Interest Reserve | $ 376 | 375 | |
Preferred Equity Investment | Joint Venture | Not primary beneficiary | |||
Investment in Unconsolidated Joint Ventures | |||
Number of beds/units | item | 95 | ||
Carrying Value | $ 19,340 | ||
UDP | Preferred Equity Investment | Joint Venture | Not primary beneficiary | |||
Investment in Unconsolidated Joint Ventures | |||
Income Recognized | 264 | 263 | |
Application of Interest Reserve | $ 264 | 263 | |
UDP | Preferred Equity Investment | Joint Venture | Not primary beneficiary | Washington | |||
Investment in Unconsolidated Joint Ventures | |||
Preferred return percentage | 14% | ||
Contractual cash portion | 8% | ||
Number of beds/units | item | 267 | ||
Carrying Value | $ 13,000 | ||
Percentage of Investment | 11% | ||
Percentage of cash return | 8% | ||
Percentage of internal rate of return | 14% | ||
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | |||
Investment in Unconsolidated Joint Ventures | |||
Income Recognized | $ 112 | 112 | |
Application of Interest Reserve | $ 112 | $ 112 | |
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | Internal Rate of Return is Until Eight Percent | |||
Investment in Unconsolidated Joint Ventures | |||
Percentage of internal rate of return | 8% | ||
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | The Internal Rate of Return is Between Twelve and Fourteen Percent | Minimum | |||
Investment in Unconsolidated Joint Ventures | |||
Percentage of internal rate of return | 12% | ||
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | The Internal Rate of Return is Between Twelve and Fourteen Percent | Maximum | |||
Investment in Unconsolidated Joint Ventures | |||
Percentage of internal rate of return | 14% | ||
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | Washington | |||
Investment in Unconsolidated Joint Ventures | |||
Preferred return percentage | 12% | ||
Contractual cash portion | 7% | ||
Number of beds/units | item | 95 | ||
Carrying Value | $ 6,340 | ||
Percentage of Investment | 15.50% | ||
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | Washington | Internal Rate of Return is Until Eight Percent | Minimum | |||
Investment in Unconsolidated Joint Ventures | |||
Percentage of cash return | 7% | ||
Combination ALF/MC | Preferred Equity Investment | Joint Venture | Not primary beneficiary | Washington | Internal Rate of Return is Until Eight Percent | Maximum | |||
Investment in Unconsolidated Joint Ventures | |||
Percentage of cash return | 9% |
Notes Receivable - Investment i
Notes Receivable - Investment in Notes Receivable (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) loan | Mar. 31, 2022 | |
Notes Receivable | ||
Gross Investment | $ | $ 46,936 | |
Number of Loans | loan | 11 | |
Working capital loans | Working capital loan 5% interest rate, 2023 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 5% | |
Gross Investment | $ | $ 380 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 5% interest rate, 2024 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 5% | |
Gross Investment | $ | $ 788 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 4% interest rate, 2024 maturity | SNF | ||
Notes Receivable | ||
Interest rate (as a percent) | 4% | |
Gross Investment | $ | $ 13,531 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 5% interest rate, 2025 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 5% | |
Gross Investment | $ | $ 932 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 7.5% interest rate, 2027 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 7.50% | |
Gross Investment | $ | $ 550 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 6.5% interest rate, 2030 maturity | SNF | ||
Notes Receivable | ||
Interest rate (as a percent) | 6.50% | |
Gross Investment | $ | $ 138 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 7.1% interest rate, 2030 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 7.10% | |
Gross Investment | $ | $ 1,607 | |
Number of Loans | loan | 2 | |
Working capital loans | Working capital loan 7% interest rate, 2031 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 7% | |
Gross Investment | $ | $ 2,693 | |
Number of Loans | loan | 1 | |
Working capital loans | Working capital loan 8% interest rate, 2032 maturity | SNF | ||
Notes Receivable | ||
Interest rate (as a percent) | 8% | |
Gross Investment | $ | $ 1,317 | |
Number of Loans | loan | 1 | |
Mezzanine loan | ||
Notes Receivable | ||
Interest rate (as a percent) | 8% | |
Mezzanine loan | Mezzanine loan loan 8% interest rate, 2027 maturity | ALF | ||
Notes Receivable | ||
Interest rate (as a percent) | 8% | |
Internal Rate of Return | 11% | |
Gross Investment | $ | $ 25,000 | |
Number of Loans | loan | 1 |
Notes Receivable - Components (
Notes Receivable - Components (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Notes receivable activities | ||
Notes receivable loan loss reserve | $ (469) | $ (589) |
Total | 46,467 | 58,383 |
Mezzanine loan | ||
Notes receivable activities | ||
Mezzanine loan | 25,000 | 36,815 |
Other loans | ||
Notes receivable activities | ||
Mezzanine loan | $ 21,936 | $ 22,157 |
Notes Receivable - Notes Receiv
Notes Receivable - Notes Receivable Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Notes receivable activities | ||
Advances under notes receivable | $ 605 | $ 34,791 |
Principal payments received under notes receivable | (12,641) | |
Principal payments received under notes receivable | (5,180) | (1,287) |
Provision (recovery) for credit losses | 120 | (333) |
Net (decrease) increase in notes receivable | $ (11,916) | $ 33,171 |
Notes Receivable - New Loan Com
Notes Receivable - New Loan Commitment (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) item | Mar. 31, 2022 USD ($) item property | Dec. 31, 2022 USD ($) | |
Notes receivable activities | |||
Gross Investment | $ 46,936 | ||
Principal payments received on notes receivable | 5,180 | $ 1,287 | |
Additional interest income related to the exit IRR | 1,380 | ||
Amounts funded | 605 | 34,791 | |
Mortgage Loans | |||
Notes receivable activities | |||
Gross Investment | 457,524 | ||
Mortgage Loans | ILF/ALF/MC | Georgia | |||
Notes receivable activities | |||
Gross Investment | $ 51,111 | ||
Interest rate (as a percent) | 7.50% | ||
Number of units | item | 203 | ||
Loan principal amount | $ 7,461 | ||
Mezzanine loan | |||
Notes receivable activities | |||
Mezzanine loan | 25,000 | $ 36,815 | |
Principal payments received on notes receivable | 4,545 | ||
Additional interest income related to the exit IRR | 1,380 | ||
Exit IRR | $ 190 | ||
Amounts funded | $ 25,000 | ||
Number of property | property | 5 | ||
Loan Term | 5 years | ||
Extension term number of options | item | 2 | ||
Extension term | 1 year | ||
Interest rate (as a percent) | 8% | ||
IRR on mortgage loan on real estate property | 11% | ||
Number of real estate property communities | property | 5 | ||
Number of units | item | 136 | 621 | |
Notes receivable, gross | $ 25,000 | $ 36,815 | |
Mezzanine loan | ILF/ALF/MC | Georgia | |||
Notes receivable activities | |||
Gross Investment | $ 42,251 |
Lease Incentives - Activity (De
Lease Incentives - Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Lease Incentives | |||
Non-contingent lease incentives | $ 1,571 | $ 1,789 | |
Lease incentives funded | $ 8 | ||
Amortization of lease incentives | (209) | (223) | |
Adjustment for collectability of lease incentives | (173) | ||
Other adjustments | (9) | (13) | |
Net (decrease) in non-contingent lease incentives | $ (218) | $ (401) |
Debt Obligations - Bank Borrowi
Debt Obligations - Bank Borrowings (Details) | 3 Months Ended | |
Mar. 31, 2023 USD ($) loan | Dec. 31, 2022 | |
Debt Obligations | ||
Basis spread over base rate (as a percent) | 0.10% | |
Number of term loans | loan | 2 | |
Revolving line of credit | ||
Debt Obligations | ||
Unused commitment fee (as a percent) | 0.20% | |
Revolving line of credit | LIBOR | ||
Debt Obligations | ||
Basis spread over base rate (as a percent) | 1.20% | |
Credit Agreement | ||
Debt Obligations | ||
Maximum available under facility | $ 500,000,000 | |
Contingent increase in maximum borrowing capacity | $ 1,000,000,000 | |
Additional extension period option | 1 year | |
Revolving Credit Facility | ||
Debt Obligations | ||
Maximum available under facility | $ 400,000,000 | |
Term loans | ||
Debt Obligations | ||
Maximum available under facility | $ 50,000,000 | |
Term loans | LIBOR | ||
Debt Obligations | ||
Basis spread over base rate (as a percent) | 1.40% |
Debt Obligations - Interest Rat
Debt Obligations - Interest Rate Swap Agreement (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 USD ($) item | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Debt Obligations | |||
Notional Amount | $ 100,000 | ||
Fair Value | $ 7,357 | $ 8,719 | |
Interest Rate Swap | |||
Debt Obligations | |||
Number of interest rate swaps | item | 2 | ||
Interest Rate Swap | Minimum | |||
Debt Obligations | |||
Debt instrument term | 4 years | ||
Interest Rate Swap | Maximum | |||
Debt Obligations | |||
Debt instrument term | 5 years | ||
Interest Rate Swap | Cash Flow Hedging | |||
Debt Obligations | |||
Increase (decrease) in fair value | $ (1,362,000) | $ 4,876,000 | |
Interest Rate Swap | Cash Flow Hedging | Maturing on November 19, 2025 | |||
Debt Obligations | |||
Notional Amount | 50,000 | ||
Fair Value | 3,394 | 4,003 | |
Interest Rate Swap | Cash Flow Hedging | Maturing on November 19, 2026 | |||
Debt Obligations | |||
Notional Amount | 50,000 | ||
Fair Value | $ 3,963 | $ 4,716 | |
Interest Rate Swap | Cash Flow Hedging | LIBOR | Maturing on November 19, 2025 | |||
Debt Obligations | |||
Swap rate (in percentage) | 2.62% | ||
Interest Rate Swap | Cash Flow Hedging | LIBOR | Maturing on November 19, 2026 | |||
Debt Obligations | |||
Swap rate (in percentage) | 2.76% |
Debt Obligations - Component (D
Debt Obligations - Component (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Apr. 30, 2023 | Dec. 31, 2022 | |
Debt Obligations | ||||
Applicable Interest Rate (as a percent) | 4.58% | |||
Outstanding Balance | $ 901,045,000 | $ 767,854,000 | ||
Available for borrowing | 129,900,000 | 270,000,000 | ||
Borrowings | 162,700,000 | $ 47,000,000 | ||
Payments on debt | $ 29,600,000 | $ 7,000,000 | ||
Revolving line of credit | ||||
Debt Obligations | ||||
Applicable Interest Rate (as a percent) | 5.95% | |||
Outstanding Balance | $ 270,100,000 | 130,000,000 | ||
Available for borrowing | $ 129,900,000 | 270,000,000 | ||
Term loans | ||||
Debt Obligations | ||||
Applicable Interest Rate (as a percent) | 2.69% | |||
Outstanding Balance | $ 99,545,000 | 99,511,000 | ||
Senior Unsecured Notes | ||||
Debt Obligations | ||||
Applicable Interest Rate (as a percent) | 4.24% | |||
Outstanding Balance | $ 531,400,000 | $ 538,343,000 | ||
Subsequent Event | Revolving line of credit | ||||
Debt Obligations | ||||
Available for borrowing | $ 135,900,000 |
Debt Obligations - Senior Unsec
Debt Obligations - Senior Unsecured Notes (Details) | 3 Months Ended |
Mar. 31, 2023 | |
Senior Unsecured Notes | Minimum | |
Debt Obligations | |
Interest rate (as a percent) | 3.66% |
Senior Unsecured Notes | Maximum | |
Debt Obligations | |
Interest rate (as a percent) | 5.03% |
Revolving line of credit | |
Financial covenants | |
Maximum ratio of total indebtedness to total asset value | 0.6 |
Maximum ratio of secured debt to total asset value | 0.35 |
Maximum ratio of unsecured debt to the value of the unencumbered asset pool | 0.6 |
Minimum ratio of EBITDA to fixed charges | 1.50 |
Debt Obligations - Borrowings a
Debt Obligations - Borrowings and Repayments (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Borrowings | ||||
Borrowings from revolving line of credit | $ 162,700,000 | $ 47,000,000 | ||
Total | 162,700,000 | 47,000,000 | ||
Repayments | ||||
Revolving line of credit | (22,600,000) | |||
Senior unsecured notes | (7,000,000) | (7,000,000) | ||
Total | (29,600,000) | (7,000,000) | ||
Amount outstanding | 270,100,000 | $ 130,000,000 | ||
Available for borrowing | 129,900,000 | 270,000,000 | ||
Revolving line of credit | ||||
Borrowings | ||||
Borrowings from revolving line of credit | 162,700,000 | 47,000,000 | ||
Repayments | ||||
Revolving line of credit | (22,600,000) | |||
Available for borrowing | 129,900,000 | $ 270,000,000 | ||
Senior Unsecured Notes | ||||
Repayments | ||||
Senior unsecured notes | $ (7,000,000) | $ (7,000,000) | ||
Subsequent Event | Revolving line of credit | ||||
Repayments | ||||
Revolving line of credit | $ (6,000,000) | |||
Amount outstanding | 264,100,000 | |||
Available for borrowing | $ 135,900,000 |
Equity - Noncontrolling Interes
Equity - Noncontrolling Interest (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 USD ($) item Center | Mar. 31, 2023 USD ($) item | |
Noncontrolling interest | ||
Gross Consolidated Assets | $ 1,656,103 | $ 1,798,856 |
Non-controlling interests | $ 21,940 | $ 25,792 |
SNF | ||
Noncontrolling interest | ||
Skilled nursing center purchased | Center | 3 | |
ALF & MC | ||
Noncontrolling interest | ||
Number of Assisted Living and Memory Care Communities | item | 11 | |
Partnership | ||
Noncontrolling interest | ||
Gross Consolidated Assets | $ 264,866 | |
Non-controlling interests | $ 25,792 | |
North Carolina | ALF & MC | ||
Noncontrolling interest | ||
Number of Assisted Living and Memory Care Communities | item | 11 | |
Number of units | item | 523 | |
North Carolina | 2023 Acquisitions | Partnership | ALF & MC | ||
Noncontrolling interest | ||
Gross Consolidated Assets | $ 121,321 | |
Non-controlling interests | 3,831 | |
Florida | SNF | ||
Noncontrolling interest | ||
Skilled nursing center purchased | item | 3 | |
Number of units | item | 299 | |
Florida | 2022 Acquisitions | Partnership | SNF | ||
Noncontrolling interest | ||
Gross Consolidated Assets | 76,756 | |
Non-controlling interests | 14,325 | |
Oregon | 2018 Acquisitions | Partnership | ALF & MC | ||
Noncontrolling interest | ||
Gross Consolidated Assets | 18,452 | |
Non-controlling interests | 1,184 | |
Oregon | 2018 Acquisitions | Partnership | ILF | ||
Noncontrolling interest | ||
Gross Consolidated Assets | 14,650 | |
Non-controlling interests | 2,907 | |
Wisconsin | 2017 Acquisitions | Partnership | ILF/ALF/MC | ||
Noncontrolling interest | ||
Gross Consolidated Assets | 22,007 | |
Non-controlling interests | 2,305 | |
South Carolina | 2017 Acquisitions | Partnership | ALF & MC | ||
Noncontrolling interest | ||
Gross Consolidated Assets | 11,680 | |
Non-controlling interests | $ 1,240 |
Equity - Common Stock (Details)
Equity - Common Stock (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Equity | ||
Proceeds from common stock issued, net of issuance costs | $ 1,777,000 | |
Equity Distribution Agreements | ||
Equity | ||
Amount available under effective shelf registration statement | $ 128,822,000 | |
Common Stock | ||
Equity | ||
Number of shares repurchased | 41,350 | 36,880 |
Common Stock | Equity Distribution Agreements | ||
Equity | ||
Maximum offering capacity under shelf registration statement | $ 200,000,000 | |
Shares common stock sold | 48,500 | |
Proceeds from common stock issued, net of issuance costs | $ 1,777,000 | |
Reclassification of accumulated costs to additional paid in capital | $ 80,000 |
Equity - Distributions (Details
Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Jun. 30, 2023 | May 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | |
Dividend Distributions | |||||
Paid | $ 23,563 | $ 22,480 | |||
Common Stock cash distributions | $ 0.57 | $ 0.57 | |||
Subsequent Event | Dividend Payable, April 28, 2023 | |||||
Dividend Distributions | |||||
Dividends declared and paid per common share | $ 0.19 | ||||
Subsequent Event | Dividend Payable, May 31, 2023 | |||||
Dividend Distributions | |||||
Dividends declared and paid per common share | $ 0.19 | ||||
Subsequent Event | Dividend Payable, June 30, 2023 | |||||
Dividend Distributions | |||||
Dividends declared and paid per common share | $ 0.19 | ||||
Common Stock | |||||
Dividend Distributions | |||||
Declared | $ 23,563 | $ 22,480 | |||
Paid | $ 23,563 | $ 22,480 | |||
Common Stock cash distributions | $ 0.19 | $ 0.19 | |||
Common Stock | Subsequent Event | Dividend Payable, April 28, 2023 | |||||
Dividend Distributions | |||||
Dividends declared and paid per common share | $ 0.19 | ||||
Common Stock | Subsequent Event | Dividend Payable, May 31, 2023 | |||||
Dividend Distributions | |||||
Dividends declared and paid per common share | $ 0.19 | ||||
Common Stock | Subsequent Event | Dividend Payable, June 30, 2023 | |||||
Dividend Distributions | |||||
Dividends declared and paid per common share | $ 0.19 |
Equity - Stock-Based Compensati
Equity - Stock-Based Compensation plans (Details) | 3 Months Ended | |
Mar. 31, 2023 shares | Mar. 31, 2022 shares | |
Stock Based Compensation Plans | ||
Options outstanding (in shares) | 5,000 | |
Options exercisable (in shares) | 5,000 | |
Options expired and cancelled (in shares) | 5,000 | 5,000 |
Stock options granted (in shares) | 0 | 0 |
2015 Plan | ||
Stock Based Compensation Plans | ||
Ratio of shares subject to award granted | 1 | |
2021 Plan | ||
Stock Based Compensation Plans | ||
Total shares reserved for issuance of common stock related to the conversion of preferred stock | 1,900,000 |
Equity - Restricted Stock and P
Equity - Restricted Stock and Performance-based Stock Units (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Stock Based Compensation Plans | ||
Stock options granted (in shares) | 0 | 0 |
Restricted stock and performance-based stock units | ||
Restricted stock and performance based stock units activity | ||
Granted (in shares) | 214,827 | 209,197 |
Compensation expense | ||
Compensation expense related to share-based award | $ 2,088 | $ 1,925 |
Remaining compensation expense | 15,431 | |
Restricted stock and performance-based stock units | April - December 2023 | ||
Compensation expense | ||
Remaining compensation expense | 6,071 | |
Restricted stock and performance-based stock units | 2024 | ||
Compensation expense | ||
Remaining compensation expense | 5,766 | |
Restricted stock and performance-based stock units | 2025 | ||
Compensation expense | ||
Remaining compensation expense | 3,238 | |
Restricted stock and performance-based stock units | 2026 | ||
Compensation expense | ||
Remaining compensation expense | $ 356 | |
Restricted stock and performance-based stock units | Grant Date Price $37.16 | Three year vesting | ||
Restricted stock and performance based stock units activity | ||
Granted (in shares) | 127,960 | |
Granted (in dollars per share) | $ 37.16 | |
Vesting period | 3 years | |
Restricted stock and performance-based stock units | Grant Date Price $37.16 | TSR Targets | ||
Restricted stock and performance based stock units activity | ||
Granted (in shares) | 86,867 | |
Granted (in dollars per share) | $ 37.16 | |
Vesting period | 4 years | |
Restricted stock and performance-based stock units | Grant Date Price $37.16 | Accelerated TSR Targets | ||
Restricted stock and performance based stock units activity | ||
Vesting period | 3 years | |
Restricted stock and performance-based stock units | Grant Date Price $33.94 | Three year vesting | ||
Restricted stock and performance based stock units activity | ||
Granted (in shares) | 122,865 | |
Granted (in dollars per share) | $ 33.94 | |
Vesting period | 3 years | |
Restricted stock and performance-based stock units | Grant Date Price $33.94 | TSR Targets | ||
Restricted stock and performance based stock units activity | ||
Granted (in shares) | 86,332 | |
Granted (in dollars per share) | $ 33.94 | |
Restricted stock | ||
Restricted stock and performance based stock units activity | ||
Outstanding at the beginning of the period (in shares) | 229,236 | 197,422 |
Granted (in shares) | 127,960 | 122,865 |
Vested (in shares) | (98,206) | (83,341) |
Canceled (in shares) | (1,085) | |
Outstanding at the end of the period (in shares) | 257,905 | 236,946 |
Performance-based stock units | ||
Restricted stock and performance based stock units activity | ||
Vested (in shares) | 0 | 0 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Commitments (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) property | |
Commitments and Contingencies | |
Investment Commitment | $ 93,739 |
2022 Funding | 2,418 |
Total Commitment funded | 29,760 |
Remaining commitment | 63,979 |
Skilled Nursing Centers | |
Commitments and Contingencies | |
Fair value of earn-out liability | 3,000 |
Earn-out liability, Write off | $ 3,000 |
Number of properties acquired | property | 4 |
Real estate properties | |
Commitments and Contingencies | |
Investment Commitment | $ 15,602 |
2022 Funding | 830 |
Total Commitment funded | 4,464 |
Remaining commitment | 11,138 |
Accrued incentives and earn-out liabilities | |
Commitments and Contingencies | |
Investment Commitment | 19,000 |
Remaining commitment | 19,000 |
Mortgage loans | |
Commitments and Contingencies | |
Investment Commitment | 32,507 |
2022 Funding | 983 |
Total Commitment funded | 10,596 |
Remaining commitment | 21,911 |
Commitments To Expand and Renovate Properties | |
Commitments and Contingencies | |
Investment Commitment | 14,507 |
Contingent Funding Commitments | |
Commitments and Contingencies | |
Investment Commitment | 18,000 |
Notes receivable | |
Commitments and Contingencies | |
Investment Commitment | 26,630 |
2022 Funding | 605 |
Total Commitment funded | 14,700 |
Remaining commitment | $ 11,930 |
Major Operators (Details)
Major Operators (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 item property | Apr. 30, 2023 USD ($) item | |
Major Operators | ||
Number of major operators | 1 | |
Prestige Healthcare Mortgage Loan [Member] | ||
Major Operators | ||
Interest receivable on mortgage loan deferral monthly cap amount | $ | $ 300 | |
Prestige Healthcare Mortgage Loan [Member] | Maximum | ||
Major Operators | ||
Interest payment receivable on mortgage loan deferred | $ | $ 1,500 | |
SNF | Prestige Healthcare Mortgage Loan [Member] | ||
Major Operators | ||
Number of beds/units | 15 | |
Prestige Healthcare | SNF | ||
Major Operators | ||
Number of beds | property | 24 | |
Number of beds/units | 2,820 | |
Prestige Healthcare | ALF | ||
Major Operators | ||
Number of beds/units | 93 | |
Total Revenues | Operator Concentration Risk | Prestige Healthcare | ||
Major Operators | ||
Concentration risk (as a percent) | 16.40% | |
Total Assets | Credit Concentration Risk | Prestige Healthcare | ||
Major Operators | ||
Concentration risk (as a percent) | 14.70% |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Net income | $ 33,561 | $ 14,507 |
Less income allocated to non-controlling interests | (427) | (95) |
Less income allocated to participating securities: | ||
Non-forfeitable dividends on participating securities | (147) | (137) |
Income allocated to participating securities | (58) | |
Total net income allocated to participating securities | (205) | (137) |
Net income available to common stockholders | 32,929 | 14,275 |
Net income for diluted net income per share | $ 32,929 | $ 14,275 |
Reconciliation of shares | ||
Shares for basic net income per share | 41,082 | 39,199 |
Effect of dilutive securities: | ||
Total effect of dilutive securities (in shares) | 107 | 150 |
Shares for diluted net income per share | 41,189 | 39,349 |
Basic net income per share (in dollars per share) | $ 0.80 | $ 0.36 |
Diluted net income per share (in dollars per share) | $ 0.80 | $ 0.36 |
Performance-based stock units | ||
Effect of dilutive securities: | ||
Stock options and performance-based stock units (in shares) | 107 | 150 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | Mar. 31, 2023 USD ($) item | Dec. 31, 2022 USD ($) item |
Fair value measurements | ||
Mortgage loans receivable, net of credit loss reserve | $ 452,955 | $ 389,728 |
Notes receivable, net of credit loss reserve | 46,467 | 58,383 |
Outstanding Balance | 901,045 | 767,854 |
Senior unsecured notes, net of debt issue costs | $ 531,400 | $ 538,343 |
Level 3 | Senior Unsecured Notes maturing before 2030 | Discount Rate | ||
Fair value measurements | ||
Future cash outflows discount rate (as a percent) | item | 0.0625 | 0.0650 |
Level 3 | Senior Unsecured Notes maturing 2030 and after | Discount Rate | ||
Fair value measurements | ||
Future cash outflows discount rate (as a percent) | item | 0.0675 | 0.0700 |
Level 3 | Financing Receivable | Discount Rate | ||
Fair value measurements | ||
Future cash inflows discount rate (as a percent) | 0.076 | 0.076 |
Level 3 | Mortgage Loans Receivable | Discount Rate | ||
Fair value measurements | ||
Future cash inflows discount rate (as a percent) | 0.091 | 0.093 |
Level 3 | Notes Receivable | Discount Rate | ||
Fair value measurements | ||
Future cash inflows discount rate (as a percent) | item | 0.064 | 0.071 |
Carrying Value | ||
Fair value measurements | ||
Mortgage loans receivable, net of credit loss reserve | $ 452,955 | $ 389,728 |
Revolving line of credit | 270,100 | 130,000 |
Outstanding Balance | 99,545 | 99,511 |
Senior unsecured notes, net of debt issue costs | 531,400 | 538,343 |
Carrying Value | Financing Receivable | ||
Fair value measurements | ||
Notes receivable, net of credit loss reserve | 196,096 | 75,999 |
Carrying Value | Notes Receivable | ||
Fair value measurements | ||
Notes receivable, net of credit loss reserve | 46,467 | 58,383 |
Fair Value | ||
Fair value measurements | ||
Revolving line of credit | 270,100 | 130,000 |
Outstanding Balance | 100,000 | 100,000 |
Fair Value | Financing Receivable | ||
Fair value measurements | ||
Notes receivable, net of credit loss reserve | 198,741 | 76,033 |
Fair Value | Level 3 | ||
Fair value measurements | ||
Mortgage loans receivable, net of credit loss reserve | 532,861 | 461,276 |
Senior unsecured notes, net of debt issue costs | 477,454 | 477,653 |
Fair Value | Level 3 | Notes Receivable | ||
Fair value measurements | ||
Notes receivable, net of credit loss reserve | $ 50,442 | $ 61,858 |
Subsequent Events (Details)
Subsequent Events (Details) | 1 Months Ended | 3 Months Ended | |||
Jun. 30, 2023 $ / shares | May 31, 2023 $ / shares | Apr. 30, 2023 USD ($) item $ / shares | Mar. 31, 2023 USD ($) item | Dec. 31, 2022 USD ($) | |
Real Estate Dispositions | |||||
Gross book value | $ 46,936,000 | ||||
Net book value | 996,121,000 | $ 1,019,218,000 | |||
Impairment loss | 434,000 | 1,222,000 | |||
Debt: | |||||
Repayment of credit | 22,600,000 | ||||
Amount outstanding | 270,100,000 | 130,000,000 | |||
Amount available for borrowing | 129,900,000 | 270,000,000 | |||
Revolving line of credit | |||||
Debt: | |||||
Repayment of credit | 22,600,000 | ||||
Amount available for borrowing | $ 129,900,000 | $ 270,000,000 | |||
Properties sold | |||||
Real Estate Dispositions | |||||
Number of beds or units in property sold | item | 295 | ||||
Sales price | $ 32,250,000 | ||||
Net book value | 16,089,000 | ||||
ALF | Florida | |||||
Real Estate Dispositions | |||||
Gross book value | 7,163,000 | ||||
Net book value | 4,075,000 | ||||
Impairment loss | $ 1,656,000 | ||||
Subsequent Event | Dividend Payable, April 28, 2023 | |||||
Equity | |||||
Dividends declared and paid per common share | $ / shares | $ 0.19 | ||||
Subsequent Event | Dividend Payable, May 31, 2023 | |||||
Equity | |||||
Dividends declared and paid per common share | $ / shares | $ 0.19 | ||||
Subsequent Event | Dividend Payable, June 30, 2023 | |||||
Equity | |||||
Dividends declared and paid per common share | $ / shares | $ 0.19 | ||||
Subsequent Event | Common Stock | Dividend Payable, April 28, 2023 | |||||
Equity | |||||
Dividends declared and paid per common share | $ / shares | $ 0.19 | ||||
Subsequent Event | Common Stock | Dividend Payable, May 31, 2023 | |||||
Equity | |||||
Dividends declared and paid per common share | $ / shares | $ 0.19 | ||||
Subsequent Event | Common Stock | Dividend Payable, June 30, 2023 | |||||
Equity | |||||
Dividends declared and paid per common share | $ / shares | $ 0.19 | ||||
Subsequent Event | Revolving line of credit | |||||
Debt: | |||||
Repayment of credit | $ 6,000,000 | ||||
Amount outstanding | 264,100,000 | ||||
Amount available for borrowing | 135,900,000 | ||||
Subsequent Event | ALF | Florida | |||||
Real Estate Dispositions | |||||
Sales price | $ 4,850,000 | ||||
Subsequent Event | ALF | Florida | Properties sold | |||||
Real Estate Dispositions | |||||
Number of beds or units in property sold | item | 70 | ||||
Sales price | $ 4,850,000 |