Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 30, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | OMEGA HEALTHCARE INVESTORS INC | |
Entity Central Index Key | 888,491 | |
Trading Symbol | ohi | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock Shares Outstanding | 183,816,001 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Real estate properties | ||
Land and buildings | $ 6,513,674 | $ 3,223,785 |
Less accumulated depreciation | (898,734) | (821,712) |
Real estate properties - net | 5,614,940 | 2,402,073 |
Investments in direct financing leases | 571,377 | 539,232 |
Mortgage notes receivable | 682,255 | 648,079 |
Real estate properties, total | 6,868,572 | 3,589,384 |
Other investments | 82,955 | 48,952 |
Total investments held, continuing operations | 6,951,527 | 3,638,336 |
Assets held for sale - net | 15,903 | 12,792 |
Total investments | 6,967,430 | 3,651,128 |
Cash and cash equivalents | 25,154 | 4,489 |
Restricted cash | 21,545 | 29,076 |
Accounts receivable - net | 189,037 | $ 168,176 |
Goodwill | 543,093 | |
Other assets | 67,417 | $ 68,776 |
Total assets | 7,813,676 | 3,921,645 |
LIABILITIES AND EQUITY | ||
Revolving line of credit | 351,000 | 85,000 |
Term loans | 500,000 | 200,000 |
Secured borrowings | 263,068 | 251,454 |
Unsecured borrowings - net | 2,333,856 | 1,842,049 |
Accrued expenses and other liabilities | 271,584 | $ 141,815 |
Deferred income taxes | 16,852 | |
Total liabilities | 3,736,360 | $ 2,520,318 |
Equity: | ||
Common stock $.10 par value authorized - 350,000 shares, issued and outstanding - 183,321 shares as of June 30, 2015 and 127,606 as of December 31, 2014 | 18,332 | 12,761 |
Common stock - additional paid-in capital | 4,503,180 | 2,136,234 |
Cumulative net earnings | 1,232,478 | 1,147,998 |
Cumulative dividends paid | (2,047,257) | $ (1,895,666) |
Accumulated other comprehensive income | 2,839 | |
Total stockholders' equity | 3,709,572 | $ 1,401,327 |
Noncontrolling interest | 367,744 | |
Total equity | 4,077,316 | 1,401,327 |
Total liabilities and equity | $ 7,813,676 | $ 3,921,645 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares shares in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 350,000 | 200,000 |
Common stock, shares issued | 183,321 | 127,606 |
Common stock, shares outstanding | 183,321 | 127,606 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue | ||||
Rental income | $ 163,112 | $ 96,242 | $ 264,076 | $ 192,160 |
Income from direct financing leases | 15,020 | 14,146 | 29,366 | 28,230 |
Mortgage interest income | 17,562 | 9,923 | 34,141 | 19,249 |
Other investment income - net | 2,017 | 1,489 | 3,548 | 3,162 |
Total operating revenues | 197,711 | 121,800 | 331,131 | 242,801 |
Expenses | ||||
Depreciation and amortization | 59,156 | 31,301 | 89,766 | 62,745 |
General and administrative | 10,308 | 6,297 | 16,322 | 12,794 |
Acquisition costs | 47,084 | 45 | 51,952 | 140 |
Impairment loss on real estate properties | 6,916 | 1,558 | 12,898 | 1,558 |
Provisions for uncollectible mortgages, notes and accounts receivable | (7) | 2,761 | (9) | 2,745 |
Total operating expenses | 123,457 | 41,962 | 170,929 | 79,982 |
Income before other income and expense | 74,254 | 79,838 | 160,202 | 162,819 |
Other income (expense) | ||||
Interest income | 7 | 17 | 200 | 25 |
Interest expense | (38,248) | (29,447) | (70,607) | (56,528) |
Interest - amortization of deferred financing costs | (1,826) | (946) | (3,179) | (1,868) |
Interest - refinancing gain (costs) | 1,016 | (2,645) | (8,361) | (4,685) |
Total other expense | (39,051) | (33,021) | (81,947) | (63,056) |
Income before gain on assets sold | 35,203 | 46,817 | 78,255 | 99,763 |
Gain on assets sold - net | 8,802 | 8,802 | 2,883 | |
Income from continuing operations before income taxes | 44,005 | 46,817 | 87,057 | 102,646 |
Income taxes | (539) | (539) | ||
Net income | 43,466 | 46,817 | 86,518 | 102,646 |
Net income attributable to noncontrolling interest | (2,038) | (2,038) | ||
Net income available to common stockholders | 41,428 | 46,817 | 84,480 | 102,646 |
Net income | 43,466 | 46,817 | 86,518 | 102,646 |
Other comprehensive income - foreign currency translation | 2,839 | 2,839 | ||
Total comprehensive income | 46,305 | 46,817 | 89,357 | 102,646 |
Less: comprehensive income attributable to noncontrolling interest | (133) | (133) | ||
Comprehensive income attributable to common stockholders | $ 46,172 | $ 46,817 | $ 89,224 | $ 102,646 |
Basic: | ||||
Net income available to common stockholders (in dollars per share) | $ 0.23 | $ 0.37 | $ 0.53 | $ 0.82 |
Diluted: | ||||
Net income (in dollars per share) | 0.22 | 0.37 | 0.53 | 0.81 |
Dividends declared and paid per common share (in dollars per share) | $ 0.18 | $ 0.50 | $ 1.07 | $ 0.99 |
Weighted-average shares outstanding, basic (in shares) | 182,697 | 126,474 | 158,521 | 125,467 |
Weighted-average shares outstanding, diluted (in shares) | 194,482 | 127,436 | 164,644 | 126,130 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Unaudited) - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Common Stock Par Value | Additional Paid-in Capital | Cumulative Net Earnings | Cumulative Dividends Paid | Accumulated Other Comprehensive Income | Total Stockholders' Equity | Noncontrolling interest | Total |
Balance (127,606 common shares) at Dec. 31, 2014 | $ 12,761 | $ 2,136,234 | $ 1,147,998 | $ (1,895,666) | $ 1,401,327 | $ 1,401,327 | ||
Increase (Decrease) In Stockholders' Equity [Roll Forward] | ||||||||
Amortization of restricted stock | 4,483 | 4,483 | 4,483 | |||||
Vesting of equity compensation plan, net of tax withholdings (261 shares) | 26 | (7,008) | (6,982) | (6,982) | ||||
Dividend reinvestment plan (813 shares at an average of $37.07 per share) | 81 | 30,030 | 30,111 | 30,111 | ||||
Value of assumed options in merger/acquisition | 109,346 | 109,346 | 109,346 | |||||
Value of assumed other equity compensation plan in merger/acquisition | 13,219 | 13,219 | 13,219 | |||||
Grant of stock as payment of directors fees (4 shares at an average of $37.74 per share) | 137 | 137 | 137 | |||||
Deferred compensation directors | 1,291 | 1,291 | 1,291 | |||||
Issuance of common stock (10,925 shares at an average of $40.32 per share) | 1,093 | 438,943 | 440,036 | 440,036 | ||||
Issuance of common stock - merger - related (43,713 shares) | 4,371 | 1,776,505 | 1,780,876 | 1,780,876 | ||||
Common dividends declared ($1.07 per share) | (151,591) | (151,591) | (151,591) | |||||
OP Units issuance (9,165 units) | $ 373,394 | 373,394 | ||||||
Cash conversion of OP Units (176 units) | (6,038) | (6,038) | ||||||
OP units distributions | (1,650) | (1,650) | ||||||
OP units earnings | 2,038 | 2,038 | ||||||
Foreign currency translation | $ 2,839 | 2,839 | 2,839 | |||||
Net income | 84,480 | 84,480 | 84,480 | |||||
Balance (183,321 shares & 8,989 OP Units) at Jun. 30, 2015 | $ 18,332 | $ 4,503,180 | $ 1,232,478 | $ (2,047,257) | $ 2,839 | $ 3,709,572 | $ 367,744 | $ 4,077,316 |
CONSOLIDATED STATEMENT OF CHAN6
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Unaudited) (Parentheticals) - $ / shares shares in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2015 | Jun. 30, 2015 | |
Increase (Decrease) In Stockholders' Equity [Roll Forward] | ||
Balance (in shares) | 127,606 | |
Vesting of restricted stock, net of tax withholdings (in shares) | 261 | |
Shares issued under dividend reinvestment and common stock purchase program | 700 | 813 |
Dividend reinvestment plan, shares issued, price per share (in dollars per share) | $ 37.07 | $ 37.07 |
Grant of stock as payment of fees (in shares) | 4 | |
Grant of stock as payment of fees (in dollars per share) | $ 37.74 | |
Issuance of common stock (in shares) | 10,925 | |
Issuance of common stock (in dollars per shares) | $ 40.32 | $ 40.32 |
Issuance of common stock - merger - related (in shares) | 43,713 | |
Common dividends, (in dollars per share) | $ 1.07 | |
Op Units issuance (in units) | 9,165 | |
Cash conversion of Op Units (in units) | 176 | |
Balance (in shares) | 183,321 | 183,321 |
Balance (in units) | 8,989 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS Unaudited - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities | ||
Net income | $ 86,518 | $ 102,646 |
Adjustment to reconcile net income to cash provided by operating activities: | ||
Depreciation and amortization | 89,766 | 62,745 |
Provision for impairment on real estate properties | 12,898 | 1,558 |
Provision for uncollectible mortgages, notes and accounts receivable | (9) | 2,745 |
Amortization of deferred financing costs and refinancing costs | 11,540 | 6,553 |
Accretion of direct financing leases | (5,321) | (4,764) |
Stock-based compensation | 4,483 | 4,548 |
Gain on assets sold - net | (8,802) | (2,883) |
Amortization of acquired in-place leases - net | (2,883) | (2,571) |
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||
Accounts receivable, net | 1,129 | 912 |
Straight-line rent receivables | (15,871) | (10,701) |
Lease inducements | (328) | 1,362 |
Effective yield receivable on mortgage notes | (2,253) | (584) |
Other operating assets and liabilities | 22,225 | 5,189 |
Net cash provided by operating activities | 193,092 | 166,755 |
Cash flows from investing activities | ||
Acquisition of real estate - net of liabilities assumed and escrows acquired | (183,784) | (22,000) |
Cash acquired in merger | 84,858 | |
Investment in construction in progress | (15,913) | |
Placement of mortgage loans | (4,701) | (528,343) |
Proceeds from sale of real estate investments | 26,846 | 3,924 |
Capital improvements to real estate investments | (11,351) | (8,362) |
Proceeds from other investments | 14,206 | 2,345 |
Investments in other investments | (36,600) | (5,379) |
Collection of mortgage principal | 1,735 | 117,522 |
Net cash used in investing activities | (124,704) | (440,293) |
Cash flows from financing activities | ||
Proceeds from credit facility borrowings | 782,000 | 590,000 |
Payments on credit facility borrowings | (516,000) | (646,000) |
Receipts of other long-term borrowings | 989,822 | 594,320 |
Payments on other long-term borrowings | (1,587,591) | (202,490) |
Payments of financing related costs | (26,123) | (12,740) |
Receipts from dividend reinvestment plan | 30,111 | 45,804 |
Payments for exercised options and restricted stock - net | (6,982) | (943) |
Net proceeds from issuance of common stock | 440,036 | 57,152 |
Dividends paid | (151,387) | (125,492) |
Distributions to OP Unit Holders | (1,650) | |
Net cash (used in) provided by financing activities | (47,764) | 299,611 |
Increase in cash and cash equivalents | 20,624 | 26,073 |
Effect of foreign currency translation on cash and cash equivalents | 41 | |
Cash and cash equivalents at beginning of period | 4,489 | 2,616 |
Cash and cash equivalents at end of period | 25,154 | 28,689 |
Interest paid during the period, net of amounts capitalized | 61,073 | $ 50,378 |
Non- cash investing activities | ||
Non-cash acquisition of business (see Note 2 for details) | (3,602,614) | |
Total | (3,602,614) | |
Non-cash financing activities | ||
Assumed Aviv debt | 1,410,637 | |
Stock exchanged in merger | 1,903,441 | |
OP Units exchanged in merger | 373,394 | |
Total | $ 3,687,472 |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Business Overview and Organization Omega Healthcare Investors, Inc. (“Omega,” “we,” “our” or the “Company”) has one reportable segment consisting of investments in healthcare-related real estate properties located in the United States and the United Kingdom. Our core business is to provide financing and capital to the long-term healthcare industry with a particular focus on skilled nursing facilities (“SNFs”). Our core portfolio consists of long-term leases and mortgage agreements. All of our leases are “triple-net” leases, which require the tenants to pay all property-related expenses. Our mortgage revenue derives from fixed-rate mortgage loans, which are secured by first mortgage liens on the underlying real estate and personal property of the mortgagor. Omega was formed as a real estate investment trust (“REIT”) and incorporated in the State of Maryland on March 31, 1992. In April 2015, Aviv REIT, Inc., a Maryland corporation (“Aviv”), merged (the “Aviv Merger”) with and into a wholly owned subsidiary of Omega, pursuant to the terms of that certain Agreement and Plan of Merger, dated as of October 30, 2014 (the “Merger Agreement”), by and among the Company, Aviv, OHI Healthcare Properties Holdco, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Omega (“Merger Sub”), OHI Healthcare Properties Limited Partnership, a Delaware limited partnership (“Omega OP”), and Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Aviv OP”). Prior to April 1, 2015 and in accordance with the Merger Agreement, Omega restructured the manner in which it holds its assets by converting to an umbrella partnership real estate investment trust structure (the “UPREIT Conversion”). As a result of the UPREIT Conversion and following the consummation of the Aviv Merger, substantially all of the Company’s assets are held by Omega OP. Omega OP is governed by the Second Amended and Restated Agreement of Limited Partnership of OHI Healthcare Properties Limited Partnership, dated as of April 1, 2015 (the “Partnership Agreement”). Pursuant to the Partnership Agreement, the Company and Merger Sub are the general partners of Omega OP, and have exclusive control over Omega OP’s day-to-day management. As of June 30, 2015, the Company owned approximately 95% of the issued and outstanding units of partnership interest in Omega OP (“Omega OP Units”), and investors owned approximately 5% of the Omega OP Units . Basis of Presentation The accompanying unaudited consolidated financial statements for Omega have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. generally accepted accounting principles (“GAAP”) for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the interim periods reported herein are not necessarily indicative of results to be expected for the full year. We have evaluated all subsequent events through the date of the filing of this Form 10-Q. These unaudited consolidated financial statements should be read in conjunction with the financial statements and the footnotes thereto included in our latest Annual Report on Form 10-K. Our consolidated financial statements include the accounts of (i) Omega, (ii) Omega OP, and (iii) all direct and indirect wholly owned subsidiaries of Omega. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests. Goodwill Goodwill represents a purchase price in excess of the fair value of assets acquired and liabilities assumed and the cost associated with expanding our portfolio. Goodwill is not amortized. We assess goodwill for potential impairment during the fourth quarter of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the net assets of the entity. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of the entity is less than its carrying amount. If we conclude that it is more likely than not that the fair value of the entity is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential impairment and measure the amount of impairment we will recognize, if any. We do not expect any of the goodwill to be deductible for tax purposes. Redeemable Limited Partnership Unitholder Interests and Noncontrolling Interests As of April 1, 2015 and after giving effect to the Aviv Merger, the Company owned approximately 138.8 million Omega OP Units and Aviv OP owned approximately 52.9 million Omega OP Units. Each of the Omega OP Units (other than the Omega OP Units owned by Omega) is redeemable at the election of the Omega OP Unit holder for cash equal to the then-fair market value of one share of Omega common stock, par value $0.10 per share (“Omega Common Stock”), subject to the Company’s election to exchange the Omega OP Units tendered for redemption for unregistered shares of Omega Common Stock on a one-for-one basis, subject to adjustment as set forth in the Partnership Agreement. Effective June 30, 2015, the Company (through Merger Sub, in its capacity as the general partner of Aviv OP) caused Aviv OP to make a distribution of Omega OP Units held by Aviv OP (or equivalent value) to Aviv OP investors (the “Aviv OP Distribution”) in connection with the liquidation of Aviv OP. As a result of the Aviv OP Distribution, Omega directly and indirectly owns approximately 95% of the outstanding Omega OP Units, and the other investors own approximately 5% of the outstanding Omega OP Units. As a part of the Aviv OP Distribution, Omega settled approximately 0.2 million units via cash settlement. Noncontrolling Interests Noncontrolling interests is the portion of equity in a subsidiary not attributable to a parent. We present the portion of any equity that we do not own in consolidated entities as noncontrolling interests and classify those interests as a component of total equity, separate from total stockholders’ equity, on our Consolidated Balance Sheets. Income attributable to the entity’s parent is included in net income attributable to common stockholders on our Consolidated Statements of Operations and Comprehensive Income. In addition, we include net income attributable to the noncontrolling interests in net income in our Consolidated Statements of Operations and Comprehensive Income. As our ownership of a controlled subsidiary increases or decreases, any difference between the aggregate consideration paid to acquire the noncontrolling interests and our noncontrolling interest balance is recorded as a component of equity in additional paid-in capital, so long as we maintain a controlling ownership interest. Foreign Operations The U.S. dollar is the functional currency for our consolidated subsidiaries operating in the United States. The functional currency for our consolidated subsidiaries operating in countries other than the United States is the principal currency in which the entity primarily generates and expends cash. For our consolidated subsidiaries whose functional currency is not the U.S. dollar, we translate their financial statements into the U.S. dollar. We translate assets and liabilities at the exchange rate in effect as of the financial statement date. The resulting translation adjustments are included in Accumulated Other Comprehensive Income (“AOCI”) in the Consolidated Balance Sheets. Certain balance sheet items, primarily equity and capital-related accounts, are reflected at the historical exchange rate. Revenue and expense accounts are translated using an average exchange rate for the period. We and certain of our consolidated subsidiaries may have intercompany and third-party debt that is not denominated in the entity’s functional currency. When the debt is remeasured against the functional currency of the entity, a gain or loss can result. The resulting adjustment is reflected in results of operations, unless it is intercompany debt that is deemed to be long-term in nature and then the adjustments are included in AOCI. Accounts Receivable Accounts receivable includes: contractual receivables, effective yield interest receivables, straight-line rent receivables and lease inducements, net of an estimated provision for losses related to uncollectible and disputed accounts. Contractual receivables relate to the amounts currently owed to us under the terms of our lease and loan agreements. Effective yield interest receivables relate to the difference between the interest income recognized on an effective yield basis over the term of the loan agreement and the interest currently due to us according to the contractual agreement. Straight-line receivables relate to the difference between the rental revenue recognized on a straight-line basis and the amounts currently due to us according to the contractual agreement. Lease inducements result from value provided by us to the lessee, at the inception or renewal of the lease, and are amortized as a reduction of rental revenue over the non-cancellable lease term. On a quarterly basis, we review our accounts receivable to determine their collectability. The determination of collectability of these assets requires significant judgment and is affected by several factors relating to the credit quality of our operators that we regularly monitor, including (i) payment history, (ii) the age of the contractual receivables, (iii) the current economic conditions and reimbursement environment, (iv) the ability of the tenant to perform under the terms of their lease and/or contractual loan agreements and (v) the value of the underlying collateral of the agreement. If we determine collectability of any of our contractual receivables is at risk, we estimate the potential uncollectible amounts and provide an allowance. In the case of a lease recognized on a straight-line basis or existence of lease inducements, we generally provide an allowance for straight-line accounts receivable and/or the lease inducements when certain conditions or indicators of adverse collectability are present. A summary of our net receivables by type is as follows: June 30, 2015 December 31, 2014 (in thousands) Contractual receivables $ 7,374 $ 4,799 Effective yield interest receivables 8,485 6,232 Straight-line receivables 159,314 143,652 Lease inducements 13,899 13,571 Allowance (35 ) (78 ) Accounts receivable – net $ 189,037 $ 168,176 We continuously evaluate the payment history and financial strength of our operators and have historically established allowance reserves for straight-line rent adjustments for operators that do not meet our requirements. We consider factors such as payment history and the operator’s financial condition as well as current and future anticipated operating trends when evaluating whether to establish allowance reserves. Recent Accounting Pronouncements In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs |
PROPERTIES AND INVESTMENTS
PROPERTIES AND INVESTMENTS | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
PROPERTIES AND INVESTMENTS | NOTE 2 – PROPERTIES AND INVESTMENTS In the ordinary course of our business activities, we periodically evaluate investment opportunities and extend credit to customers. We also regularly engage in lease and/or loan extensions and modifications. Additionally, we actively monitor and manage our investment portfolio with the objectives of improving credit quality and increasing investment returns. In connection with our portfolio management, we may engage in various collection and foreclosure activities. Leased Property Our leased real estate properties, represented by 775 SNFs, 81 assisted living facilities (“ALFs”), 16 specialty facilities and one medical office building at June 30, 2015, are leased under provisions of single or master leases with initial terms typically ranging from 5 to 15 years, plus renewal options. Substantially all of our leases contain provisions for specified annual increases over the rents of the prior year and are generally computed in one of three methods depending on specific provisions of each lease as follows: (i) a specific annual percentage increase over the prior year’s rent, generally 2.5%; (ii) an increase based on the change in pre-determined formulas from year to year (i.e., such as increases in the Consumer Price Index (“CPI”)); or (iii) specific dollar increases over prior years. Under the terms of the leases, the lessee is responsible for all maintenance, repairs, taxes and insurance on the leased properties. Acquisition of Care Homes in the United Kingdom in Q2 2015 On May 1, 2015, we closed on a purchase/leaseback transaction (the “Care Homes Transaction”) for 23 care homes located in the United Kingdom and operated by Healthcare Homes Holding Limited (“Healthcare Homes”). As part of the transaction, we acquired title to the 23 care homes with 1,018 registered beds and leased them back to Healthcare Homes pursuant to a 12-year master lease agreement with an initial annual cash yield of 7%, and annual escalators of 2.5%. The care homes, comparable to US ALFs, are located throughout the East Anglia region (north of London) of the United Kingdom. Healthcare Homes is headquartered in Colchester (Essex County), England. We recorded approximately $193.8 million of assets consisting of land ($20.7 million), building and site improvements ($152.1 million), furniture and fixtures ($5.3 million) and goodwill ($15.7 million). The Company’s estimated fair values of the care homes’ assets acquired and liabilities assumed at the date of acquisition are determined based on certain valuations and analyses that have yet to be finalized, and accordingly, the assets acquired and liabilities assumed, as detailed above, are subject to adjustment once the analyses are completed. In 2015, the Company has incurred approximately $3.2 million in acquisition related costs associated with the Care Homes Transaction. Aviv Merger in Q2 2015 On April 1, 2015, the Company closed the Aviv Merger, which was structured as a stock-for-stock merger. Under the terms of the Merger Agreement, each outstanding share of Aviv common stock was converted into 0.90 of a share of Omega common stock. In connection with the Aviv Merger, Omega issued approximately 43.7 million shares of common stock to former Aviv stockholders and holders of certain vested equity incentive awards of Aviv. As a result of the Aviv Merger, Omega acquired 342 facilities, two facilities subject to direct financing leases, one medical office building and three mortgages. The facilities are located in 31 states and are operated by 38 third-party operators. Omega also assumed certain outstanding equity awards and other debt and liabilities. Based on the closing price of Omega’s common stock on April, 1, 2015, we estimate the fair value of the consideration exchanged or assumed to be approximately $3.8 billion. The Company’s estimated fair values of Aviv’s assets acquired and liabilities assumed on the Aviv Merger date are determined based on certain valuations and analyses that have yet to be finalized, and accordingly, the assets acquired and liabilities assumed, as detailed below, are subject to adjustment once the analyses are completed. The following table highlights the preliminary allocation of the assets acquired and liabilities assumed on April 1, 2015: (in thousands) Estimated fair value of assets acquired: Land and buildings $ 3,125,660 Investment in direct financing leases 26,823 Mortgages notes receivable 31,278 Other investments 11,590 Total investments 3,195,351 Goodwill 526,807 Accounts receivables and other assets 15,127 Cash acquired 84,858 Fair value of total assets acquired $ 3,822,143 Estimated fair value of liabilities assumed: Accrued expenses and other liabilities $ 134,671 Debt 1,410,637 Fair value of total liabilities assumed 1,545,308 Value of shares and OP units exchanged (a) 2,276,835 Fair value of consideration $ 3,822,143 (a) In 2015, the Company has incurred approximately $48.5 million in acquisition related costs associated with the Aviv Merger. $6.8 Million New Investment in Q1 2015 On January 28, 2015, we purchased one SNF from an unrelated third party for approximately $6.3 million in cash and leased it to an existing operator. The purchase and sale agreement includes a provision that requires us to make an additional payment of $0.5 million to the seller if certain financial metrics of the facility are achieved. We recorded the potential $0.5 million payment as part of the purchase price. The 93 bed SNF, located in Texas, was added to the operator’s existing master lease with an initial annual cash yield of 9.5%. We recorded approximately $6.8 million consisting of land ($0.1 million), building and site improvements ($6.1 million), and furniture and fixtures ($0.6 million). We have not recorded goodwill in connection with this transaction. Pro Forma Acquisition Results The facilities acquired in 2015 and 2014 are included in our results of operations from the date of acquisition. The following unaudited pro forma results of operations reflect the impact of acquisitions from the first two quarters of 2015 and 2014 as if they occurred on January 1, 2014. For a list of the 2014 transactions, refer to Note 3 – Properties in our 2014 Form 10-K. In the opinion of management, all significant necessary adjustments to reflect the effect of the acquisitions have been made. Pro Forma Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per share amounts, unaudited) Pro Forma Revenues $ 198,929 $ 188,239 $ 396,107 $ 375,766 Pro Forma Net income $ 43,853 $ 67,359 $ 106,447 $ 143,791 Earnings per share – diluted: Net income – as reported $ 0.22 $ 0.37 $ 0.53 $ 0.81 Net income – pro forma $ 0.23 $ 0.37 $ 0.65 $ 0.79 Asset Sales, Impairments and Other In the first quarter of 2015, we initiated plans to construct a new single facility with an existing operator that would consolidate and replace three existing facilities. As a result, we recorded a total of $6.0 million in impairment charges related to three Florida SNFs to reduce their net book values to their estimated sales price. During the second quarter of 2015, we recorded an impairment of $6.9 million for a facility in Tennessee that is expected to be closed in the third quarter. To estimate the fair value of the facilities, we utilized a market approach and Level 3 inputs. In the second quarter of 2015, we sold four facilities for total cash proceeds of $26.6 million, generating a gain of approximately $8.8 million. Two of the facilities sold were the result of lessees exercising their purchase option. |
DIRECT FINANCING LEASES
DIRECT FINANCING LEASES | 6 Months Ended |
Jun. 30, 2015 | |
Leases, Capital [Abstract] | |
DIRECT FINANCING LEASES | NOTE 3 – DIRECT FINANCING LEASES The components of investments in direct financing leases consist of the following: June 30, December 31, 2015 2014 (in thousands) Minimum lease payments receivable $ 4,291,061 $ 4,244,067 Estimated residual values — — Less unearned income (3,719,684 ) (3,704,835 ) Investments in direct financing leases $ 571,377 $ 539,232 Properties subject to direct financing leases 58 56 New Ark Investment Inc. On November 27, 2013, we closed an aggregate $529 million purchase/leaseback transaction in connection with the acquisition of Ark Holding Company, Inc. (“Ark Holding”) by 4 West Holdings Inc. At closing, we acquired 55 SNFs and 1 ALF operated by Ark Holding and leased the facilities back to Ark Holding, now known as New Ark Investment Inc. (“New Ark”), pursuant to four 50-year master leases with rental payments yielding 10.6% per annum over the term of the leases. The purchase/leaseback transaction is being accounted for as a direct financing lease. The lease agreements allow the tenant the right to purchase the facilities for a bargain purchase price plus closing costs at the end of the lease term. In addition, commencing in the 41st year of each lease, the tenant will have the right to prepay the remainder of its obligations thereunder for an amount equal to the sum of the unamortized portion of the original aggregate $529 million investment plus the net present value of the remaining payments under the lease and closing costs. In the event the tenant exercises either of these options, we have the right to purchase the properties for fair market value at the time. The 56 facilities represent 5,623 licensed beds located in 12 states, predominantly in the southeastern United States. The 56 facilities are separated by region and divided amongst four cross-defaulted master leases. The four regions include the Southeast (39 facilities), the Northwest (7 facilities), Texas (9 facilities) and Indiana (1 facility). Additionally, in 2014 we purchased 3 facilities and subsequently leased them to New Ark under a twelve-year master lease expiring in 2026. These leases are being accounted for as operating leases. Aviv Merger On April 1, 2015, the Company acquired two additional direct financing leases as a result of the Aviv Merger. As of June 30, 2015, the following minimum rents are due under our direct financing leases for the next five years (in thousands): Year 1 Year 2 Year 3 Year 4 Year 5 $49,345 $49,623 $50,529 $51,782 $53,060 |
MORTGAGE NOTES RECEIVABLE
MORTGAGE NOTES RECEIVABLE | 6 Months Ended |
Jun. 30, 2015 | |
Mortgage Notes Receivable Investments [Abstract] | |
MORTGAGE NOTES RECEIVABLE | NOTE 4 - MORTGAGE NOTES RECEIVABLE As of June 30, 2015, mortgage notes receivable relate to 23 fixed-rate mortgages on 58 long-term care facilities. The mortgage notes are secured by first mortgage liens on the borrowers’ underlying real estate and personal property. The mortgage notes receivable relate to facilities located in eight states, operated by eight independent healthcare operating companies. We monitor compliance with mortgages and when necessary have initiated collection, foreclosure and other proceedings with respect to certain outstanding loans. Mortgage interest income is recognized as earned over the terms of the related mortgage notes, using the effective yield method. Allowances are provided against earned revenues from mortgage interest when collection of amounts due becomes questionable or when negotiations for restructurings of troubled operators lead to lower expectations regarding ultimate collection. When collection is uncertain, mortgage interest income on impaired mortgage loans is recognized as received after taking into account application of security deposits. The outstanding principal amounts of mortgage notes receivable, net of allowances, were as follows: June 30, 2015 December 31, 2014 (in thousands) Mortgage note due 2015; interest at 8.35% $ 6,514 $ — Mortgage note due 2015; interest at 6.50% 763 — Two mortgage notes due 2018; interest at 11.00% 13,652 — Mortgage note due 2018; interest at 12.00% 1,028 — Mortgage note due 2020; interest at 8.00% 3,974 — Mortgage note due 2021; interest at 10.00% 1,090 — Mortgage note due 2021; interest at 10.51% 3,194 1,326 Four mortgage notes due 2022; interest at 12.00% 7,460 7,395 Mortgage note due 2023; interest at 9.00% 5,468 — Mortgage note due 2023; interest at 11.00% 69,928 69,928 Mortgage note due 2024; interest at 9.64% 112,500 112,500 Two mortgage notes due 2029; interest at 10.00% 417 — Mortgage note due 2029; including interest at 9.00% 413,987 414,550 Mortgage note due 2030; interest at 10.82% 15,780 15,880 Four mortgage notes due 2046; interest at 12.00% 26,500 26,500 Mortgage notes receivable, gross 682,255 648,079 Allowance for loss on mortgage notes receivable — — Total mortgages — net $ 682,255 $ 648,079 The following is a brief overview of the new mortgages entered into or assumed in 2015 or significant changes to mortgages previously reported. Mortgage note due 2015 On April 1, 2015 in connection with the Aviv Merger, we acquired a loan from Aviv with a fair value of approximately $6.5 million. The loan is with a new operator and is secured by a lien on a 79 bed SNF located in Tennessee and a 32 bed SNF located in Missouri. The loan bears interest at 8.35% per year and matures in 2015. Mortgage note due 2018 On April 1, 2015 in connection with the Aviv Merger, we acquired a loan from Aviv with a fair value of approximately $12.6 million. The loan is with a new operator and is secured by a lien on a 100 bed SNF located in Ohio. The loan bears interest at 11% per year which increases by 2% per year and matures in 2018. Mortgage note due 2020 On April 1, 2015 in connection with the Aviv Merger, we acquired a loan from Aviv with a fair value of approximately $4.0 million. The loan is with a new operator and is secured by a lien on a 32 bed SNF located in Missouri, a 49 bed SNF located in Missouri and a 79 bed SNF located in Tennessee. The loan bears interest at 8% per year and matures in 2020. Mortgage note due 2021 In September 2014, we entered into a $3.5 million mortgage loan with an existing operator. The loan is secured by a lien on a 120 bed SNF located in Michigan. As of June 30, 2015 approximately $1.1 million has been drawn on the note. The loan bears an initial annual cash interest rate of 10.0% per year and increases by 0.25% per year. The mortgage loan is used to fund renovations and matures in 2021. Mortgage note due 2023 On April 1, 2015 in connection with the Aviv Merger, we acquired a loan from Aviv with a fair value of approximately $5.5 million. The loan is with a new operator and is secured by a leasehold interest in a SNF located in Ohio. The loan bears interest at 9% per year and matures in 2023. |
OTHER INVESTMENTS
OTHER INVESTMENTS | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
OTHER INVESTMENTS | NOTE 5 – OTHER INVESTMENTS A summary of our other investments is as follows: June 30, 2015 December 31 2014 (in thousands) Other investment note due 2014 $ — $ 1,640 Other investment notes due 2015; interest at 9.50% 341 891 Other investment notes due 2015; interest at 10.00% 5,439 5,439 Other investment note due 2016; interest at 7.25% 884 — Other investment note due 2016; interest at 10.00% 32 — Other investment notes due 2017; interest at 10.00% 23,363 24,800 Other investment note due 2018; interest at 10.00% 179 — Other investment note due 2020; interest at 7.50% 4,707 — Other investment note due 2020; interest at 8.00% 656 — Other investment note due 2021; interest at 7.00% 78 — Other investment note due 2021; interest at 11.04% 992 1,053 Other investment note due 2022; interest at 10.77% 2,022 2,110 Other investment notes due 2022; interest at 11.04% 3,881 4,062 Other investment note due 2023; interest at 10.00% 1,000 1,000 Other investment notes due 2023; interest at 10.25% 1,117 — Other investment notes due 2023; interest at 10.51% 2,561 1,942 Other investment notes due 2023; interest at 10.77% 6,956 5,705 Other investment notes due 2023; interest at 11.04% 298 310 Other investment note due 2030; interest at 6.66% 28,449 — Notes receivable, gross 82,955 48,952 Allowance for loss on notes receivable — — Total other investments $ 82,955 $ 48,952 The following is a brief overview of the new notes entered into or assumed in 2015 or significant changes to notes previously reported. Other Investment note due 2014 The $2.5 million working capital note that we entered into in May 2013 at 6% interest rate with an existing operator was paid off in March 2015. Other Investment note due 2030 On June 30, 2015, we entered into a $50.0 million revolving credit facility with a new operator. The note bears interest at 6.66% and matures in May 2030. |
ASSETS HELD FOR SALE
ASSETS HELD FOR SALE | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract] | |
ASSETS HELD FOR SALE | NOTE 6 – ASSETS HELD FOR SALE Properties Held For Sale Number of Properties Net Book Value (in thousands) December 31, 2014 (1) 4 $ 12,792 Properties sold — — Properties added 1 4,085 March 31, 2015 (2) 5 16,877 Properties sold (2 ) (6,973 ) Properties added 1 5,999 June 30, 2015 (3) 4 $ 15,903 (1) (2) (3) In the first quarter of 2015, we reclassified one SNF in Alabama with a carrying value of approximately $4.1 million to assets held for sale. During the second quarter of 2015, the operator of the facility exercised their purchase option and purchased the facility for approximately $9.0 million. In the second quarter of 2015, we reclassified one SNF in Pennsylvania with a carrying value of approximately $6.0 million to assets held for sale. See also, Note 2 Asset Sales, Impairments and Other. |
INTANGIBLES
INTANGIBLES | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES | NOTE 7 – INTANGIBLES The following is a summary of our intangibles as of June 30, 2015 and December 31, 2014: June 30, 2015 December 31, 2014 (in thousands) Assets: Above market lease intangibles $ 21,629 $ 14,576 In-place lease intangibles 386 — Goodwill 543,093 — Accumulated amortization (13,010 ) (12,166 ) Net intangible assets $ 552,098 $ 2,410 Liabilities: Below market lease intangibles $ 83,321 $ 57,054 Accumulated amortization (40,327 ) (36,620 ) Net intangible liabilities $ 42,994 $ 20,434 Above market lease intangibles and in-place lease intangibles, net of accumulated amortization, are included in other assets on our Consolidated Balance Sheets. Below market lease intangibles are included in accrued expenses and other liabilities on our Consolidated Balance Sheets. Goodwill was recorded in connection with the Aviv and Care Homes transactions and is shown as a separate line on our Consolidated Balance Sheets. For the three and six months ended June 30, 2015 and 2014, our net amortization related to these intangibles was $1.7 million, $1.3 million, $2.9 million and $2.6 million, respectively. The estimated net amortization related to these intangibles for the remainder of 2015 and the subsequent four full years is as follows: remainder of 2015 – $2.9 million; 2016 – $4.9 million; 2017 – $3.9 million; 2018 – $3.7 million; and 2019 – $3.9 million. |
CONCENTRATION OF RISK
CONCENTRATION OF RISK | 6 Months Ended |
Jun. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF RISK | NOTE 8 – CONCENTRATION OF RISK As of June 30, 2015, our portfolio of real estate investments consisted of 936 healthcare facilities, located in 41 states and operated by 84 third-party operators. Our gross investment in these facilities, net of impairments and before reserve for uncollectible loans, totaled approximately $7.8 billion at June 30, 2015, with approximately 99% of our real estate investments related to long-term care facilities. Our portfolio is made up of 775 SNFs, 81 ALFs, 16 specialty facilities, one medical office building, fixed rate mortgages on 56 SNFs and two ALFs, and five SNFs that are closed/held-for-sale. At June 30, 2015, we also held miscellaneous investments of approximately $83.0 million, consisting primarily of secured loans to third-party operators of our facilities. The three states in which we had our highest concentration of investments were Ohio (10%), Texas (9%) and Florida (8%), at June 30, 2015. |
DIVIDENDS AND EQUITY
DIVIDENDS AND EQUITY | 6 Months Ended |
Jun. 30, 2015 | |
Dividends [Abstract] | |
DIVIDENDS AND EQUITY | NOTE 9 – DIVIDENDS AND EQUITY On July 15, 2015, the Board of Directors declared a common stock dividend of $0.55 per share, increasing the quarterly common dividend rate by $0.01 per share over the prior quarter. The common stock dividend is payable on August 17, 2015 to common stockholders of record as of the close of business on July 31, 2015. On April 15, 2015, the Board of Directors declared a prorated dividend of $0.18 per share of Omega’s common stock in view of the recently closed Aviv Merger. The per share dividend amount payable by Omega represents dividends for April 2015, at a quarterly dividend rate of $0.54 per share of common stock, increasing the quarterly common dividend rate by $0.01 per share over the prior quarter. The $0.18 dividend was paid in cash on May 15, 2015 to stockholders of record as of the close of business on April 30, 2015. On March 5, 2015, the Board of Directors declared a prorated dividend of $0.36 per share of Omega’s common stock in view of the pending acquisition of Aviv, pursuant to the Aviv Merger. The per share dividend amount represented dividends for February and March 2015, at a quarterly dividend rate of $0.54 per share of common stock, increasing the quarterly common dividend rate by $0.01 per share over the prior quarter. The dividend was paid in cash on April 7, 2015 to stockholders of record as of the close of business on March 31, 2015. On January 14, 2015, the Board of Directors declared a common stock dividend of $0.53 per share, increasing the quarterly common dividend rate by $0.01 per share over the prior quarter, which was paid February 16, 2015 to common stockholders of record on February 2, 2015. Increase of Authorized Omega Common Stock On March 27, 2015, we amended our charter to increase the number of authorized shares of Omega capital stock from 220 million to 370 million and the number of authorized shares of Omega common stock from 200 million to 350 million. 10.925 Million Common Stock Offering On February 9, 2015, we completed an underwritten public offering of 10.925 million shares of our common stock at $42.00 per share before underwriting and other offering expenses. The Company’s total net proceeds from the offering were approximately $440 million, after deducting underwriting discounts and commissions and other estimated offering expenses. Dividend Reinvestment and Common Stock Purchase Plan For the three-month period ended June 30, 2015, approximately 0.7 million shares of our common stock at an average price of $36.46 per share were issued through our Dividend Reinvestment and Common Stock Purchase Program for gross proceeds of approximately $24.7 million. For the six-month period ended June 30, 2015, approximately 0.8 million shares of our common stock at an average price of $37.07 per share were issued through our Dividend Reinvestment and Common Stock Purchase Program for gross proceeds of approximately $30.1 million. See also, Note 2 Properties and Investments, for stock activity associated with the Aviv Merger. |
TAXES
TAXES | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
TAXES | NOTE 10 – TAXES Since our inception, we have elected to be taxed as a real estate investment trust (“REIT”) under the applicable provisions of the Internal Revenue Code (the “Code”). So long as we qualify as a REIT under the Code, we generally will not be subject to federal income taxes on the REIT taxable income that we distribute to stockholders, subject to certain exceptions. On a quarterly and annual basis, we test our compliance within the REIT taxation rules to ensure that we are in compliance with the REIT rules. We review our distributions and projected distributions each year to ensure we have met and will meet the annual REIT distribution requirements. In 2014 and 2013, we distributed dividends in excess of our taxable income. In 2015, we expect to distribute dividends in excess of our taxable income. As a result of our UPREIT Conversion, our Company and its subsidiaries may be subject to income or franchise taxes in certain states and municipalities. Also, as a result of our UPREIT Conversion, we created five subsidiary REITs that will be subject to all of the REIT qualification rules set forth in the Code. Subject to the limitation under the REIT asset test rules, we are permitted to own up to 100% of the stock of one or more taxable REIT subsidiaries (“TRSs”). We have also elected for four of our subsidiaries to be treated as TRSs. Three of our TRSs are subject to federal, state and local income taxes at the applicable corporate rates and the fourth is subject to foreign income taxes. As of June 30, 2015, one of our TRSs had a net operating loss carry-forward of approximately $1.0 million. The loss carry-forward is fully reserved with a valuation allowance as of June 30, 2015. In connection with our acquisitions of Care Homes in May 2015, we acquired 10 legal entities consisting of 23 facilities. The tax basis in these legal entities acquired for United Kingdom taxes was approximately $82 million less than the purchase price. We recorded a preliminary initial deferred tax liability associated with the temporary tax basis difference of approximately $16 million. During the second quarter of 2015, we recorded state and local income tax provision of approximately $0.4 million and provision for foreign income taxes of approximately $0.2 million. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 11 – STOCK-BASED COMPENSATION The following is a summary of our stock-based compensation expense for the three- and six-month periods ended June 30, 2015 and 2014, respectively: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands) Stock-based compensation expense $ 2,873 $ 2,285 $ 4,483 $ 4,548 Restricted Stock and Restricted Stock Units Restricted stock and restricted stock units (“RSUs”) are subject to forfeiture if the holder’s service to us terminates prior to vesting, subject to certain exceptions for certain qualifying terminations of employment or a change in control of the Company. Prior to vesting, ownership of the shares/units cannot be transferred. The restricted stock has the same dividend and voting rights as our common stock. RSUs accrue dividend equivalents but have no voting rights. Restricted stock and RSUs are valued at the price of our common stock on the date of grant. We expense the cost of these awards ratably over their vesting period. The RSUs assumed from Aviv as part of the Aviv Merger were valued at the closing price of our stock on the date of the transaction. The portion of the vesting accruing prior to the acquisition was recorded as part of the purchase price consideration. The expense associated with the vesting that will occur after the date of the transaction will be recorded as stock compensation expense ratably over the remaining life of the RSUs. We awarded the following RSUs to employees or assumed them in the Aviv Merger. Grant Assumption Date RSUs Granted 12 /31/2013 RSUs 213,741 1 /1/2014 RSUs 122,137 3 /31/2015 RSUs 123,693 4 /1/2015 RSUs 39,914 4 /1/2015 Assumed 2015 RSUs 10,644 4 /1/2015 Assumed 2016 RSUs 19,825 4 /1/2015 Assumed Multi-year RSUs 7,799 537,753 December 31, 2013 RSUs - January 1, 2014 RSUs - March 31, 2015 RSUs - April 1, 2015 RSUs April 1, 2015 Assumed 2015 RSUs - April 1, 2015 Assumed 2016 RSUs - April 1, 2015 Assumed Multi-year RSUs - Performance Restricted Stock Units and LTIP Units Performance restricted stock units (“PRSUs”) and LTIP Units are subject to forfeiture if the performance requirements are not achieved or if the holder’s service to us terminates prior to vesting, subject to certain exceptions for certain qualifying terminations of employment or a change in control of the Company. The PRSUs awarded in January 2011, January 2013, December 2013, January 2014, and the LTIP Units awarded in March 2015 and April 2015 have varying degrees of performance requirements to achieve vesting, and each PRSU and LTIP Units award represents the right to a variable number of shares of common stock or partnership units (each LTIP Unit once earned is convertible into one Omega OP Unit in Omega OP, subject to certain conditions). The vesting requirements are based on either the (i) total shareholders return (“TSR”) of Omega or (ii) Omega’s TSR relative to other real estate investment trusts in the MSCI U.S. REIT Index (“Relative TSR”). We expense the cost of these awards ratably over their service period. Prior to vesting and the distribution of shares, ownership of the PRSUs cannot be transferred. The dividends on the PRSUs accumulate and if vested are paid when the shares are distributed to the employee. While each LTIP Unit is unearned, the employee receives a partnership distribution equal to 10% of the quarterly approved regular periodic distributions per Omega OP Unit. The remaining partnership distributions (which in the case of normal periodic distributions is equal to the total approved quarterly dividend on Omega’s common stock) on the LTIP Units accumulate, and if the LTIP Units are earned, the accumulated distributions are paid. The number of shares or units earned under the TSR PRSUs or LTIP Units depends generally on the level of achievement of Omega’s TSR over the indicated performance period. We awarded the following TSR PRSUs and LTIP Units to employees: Name Grant Date PRSUs Granted Performance Period (a) 2013 Multi-Year TSR 1/1/2011 279,552 12/31/2011-12/31/2013 2014 Transition TSR 12/31/2013 77,371 12/31/2013-12/31/2014 2015 Transition TSR 12/31/2013 77,369 12/31/2013-12/31/2015 2016 Transition TSR 12/31/2013 115,785 12/31/2013-12/31/2016 2016 TSR 1/1/2014 154,584 1/1/2014-12/31/2016 2017 LTIP Units 3/31/2015 154,716 1/1/2015-12/31/2017 2017 LTIP Units 4/1/2015 54,151 1/1/2015-12/31/2017 913,528 (a) The performance period is the period indicated. 2013 Multi-Year TSR - 2014 Transition TSR - 2015 Transition TSR - 2016 Transition TSR - 2016 TSR - 2017 LTIP Units - The number of shares earned under the Relative TSR PRSUs depended generally on the level of achievement of Omega’s TSR relative to other real estate investment trusts in the MSCI U.S. REIT Index over the performance period indicated. We awarded the following Relative TSR PRSUs to employees: Name Grant Date PRSUs Granted Performance Period 2013 Relative TSR 1/1/2011 93,183 12/31/2011-12/31/2013 2014 Transition Relative TSR 12/31/2013 77,371 12/31/2013-12/31/2014 2015 Transition Relative TSR 12/31/2013 77,368 12/31/2013-12/31/2015 2016 Transition Relative TSR 12/31/2013 115,781 12/31/2013-12/31/2016 2016 Relative TSR 1/1/2014 154,584 1/1/2014-12/31/2016 2017 Relative TSR 3/31/2015 154,716 1/1/2015-12/31/2017 2017 Relative TSR 4/1/2015 54,151 1/1/2015-12/31/2017 727,154 2013 Relative TSR - 2014 Transition Relative TSR - 2015 Transition Relative TSR - 2016 Transition Relative TSR - 2016 Relative TSR - 2017 Relative TSR - The following table summarizes our total unrecognized compensation cost as of June 30, 2015 associated with outstanding restricted stock, restricted stock units, PRSU awards, and LTIP Unit awards to employees: Grant Year Shares/ Units Grant Date Average Fair Value Per Unit/ Share Total Weighted Unrecognized Restricted stock units 2013 142,494 $ 29.80 $ 4.2 36 $ 3.2 2015 Transition TSR 2013 77,369 7.48 0.6 24 0.1 2016 Transition TSR 2013 115,785 8.67 1.0 36 0.5 2015 Transition Relative TSR 2013 77,368 13.06 1.0 24 0.3 2016 Transition Relative TSR 2013 115,781 14.25 1.7 36 0.8 Restricted stock units 2014 122,137 29.80 3.6 36 1.8 2016 TSR 2014 154,584 8.67 1.3 48 0.8 2016 Relative TSR 2014 154,584 14.25 2.2 48 1.4 2017 Restricted stock units 2015 123,693 40.57 5.0 33 4.6 2017 LTIP Units 2015 154,716 14.66 2.3 45 2.1 2017 Relative TSR 2015 154,716 22.50 3.5 45 3.2 2017 Restricted stock units 2015 39,914 40.74 1.6 33 1.5 2017 LTIP Units 2015 54,151 14.45 0.8 45 0.7 2017 Relative TSR 2015 54,151 22.91 1.2 45 1.2 Restricted stock units 2015 10,644 12.36 0.1 9 0.1 Restricted stock units 2015 19,825 24.92 0.5 21 0.4 Restricted stock units 2015 7,799 35.08 0.3 33 0.2 Total 1,579,711 $ 19.63 $ 30.9 $ 22.9 We used a Monte Carlo model to estimate the fair value for PRSUs and the LTIP Units granted to the employees. Director Restricted Stock Grants As of June 30, 2015, we had 23,649 shares of restricted stock outstanding to directors. The directors’ restricted shares are scheduled to vest over the next three years. As of June 30, 2015, the unrecognized compensation cost associated with outstanding director restricted stock grants is approximately $0.4 million. |
BORROWING ACTIVITIES AND ARRANG
BORROWING ACTIVITIES AND ARRANGEMENTS | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
BORROWING ACTIVITIES AND ARRANGEMENTS | NOTE 12 – BORROWING ACTIVITIES AND ARRANGEMENTS Secured and Unsecured Borrowings The following is a summary of our long-term borrowings: Rate as of June 30, June 30, December 31, Maturity 2015 2015 2014 (in thousands) Secured borrowings: GE Term loan 2019 4.00 % $ 180,000 $ — HUD mortgages assumed June 2010 (1) 2040 - 2045 — — 126,319 HUD mortgages assumed October 2011 (1) 2036 4.91 % 26,253 26,658 HUD mortgages assumed December 2011 (1) 2044 3.06 % 56,815 57,416 HUD mortgages assumed December 2012 (1) 2041 — — 41,061 Total secured borrowings 263,068 251,454 Unsecured borrowings: Revolving line of credit 2018 1.48 % 351,000 85,000 Term loan 2019 1.69 % 200,000 200,000 Acquisition Term loan 2017 1.68 % 200,000 — Omega OP Term loan 2017 1.68 % 100,000 — 851,000 285,000 2020 notes 2020 — — 200,000 2022 notes 2022 6.75 % 575,000 575,000 2024 notes 2024 5.875 % 400,000 400,000 2024 notes 2024 4.95 % 400,000 400,000 2025 notes 2025 4.50 % 250,000 250,000 2027 notes 2027 4.50 % 700,000 — Subordinated debt 2021 9.00 % 20,679 20,747 2,345,679 1,845,747 Discount - net (11,823 ) (3,698 ) Total unsecured borrowings 3,184,856 2,127,049 Total – net $ 3,447,924 $ 2,378,503 (1) Reflects the weighted average annual contractual interest rate on the mortgages at June 30, 2015 excluding a 0.5% third-party administration fee. Certain of our other secured and unsecured borrowings are subject to customary affirmative and negative covenants, including financial covenants. As of June 30, 2015 and December 31, 2014, we were in compliance with all affirmative and negative covenants, including financial covenants, for our secured and unsecured borrowings. HUD Mortgage Loans Payoff On March 31, 2015, we paid approximately $154.3 million to retire 21 mortgage loans guaranteed by U.S. Department of Housing and Urban Development (“HUD”), totaling approximately $146.9 million. 18 loans had an all-in blended interest rate of 5.35% per annum with maturities between January 2040 and January 2045 and three loans had an all-in blended interest rate of 5.23% per annum with maturities between February 2040 and February 2045. The payoff resulted in a $2.3 million gain on the extinguishment of the debt due to the write-off of the $9.7 million unamortized debt premium recorded at the time of acquisition offset by a prepayment fee of approximately $7.4 million. On April 30, 2015, we paid approximately $9.1 million to retire one mortgage loan guaranteed by HUD. The loan was assumed as part of an acquisition in a prior year, and had an interest rate of 4.35% per annum with maturity on March 1, 2041. The payoff resulted in a $1.0 million gain on the extinguishment of the debt due to the write-off of the $1.5 million of fair market value adjustment recorded at the time of acquisition offset by a prepayment fee of approximately $0.5 million. General Electric Term Loan On April 1, 2015, as a result of the Aviv Merger, the Company assumed a $180 million secured term loan with General Electric Capital Corporation (“GE”). On each payment date, the Company pays interest only in arrears on any outstanding principal balance until February 1, 2017 when principal and interest will be paid in arrears based on a thirty year amortization schedule. The interest rate is based on LIBOR, with a floor of 50 basis points, plus a margin of 350 basis points. The interest rate at June 30, 2015 was 4.00%. The initial term expires in December 2019 with the full balance of the loan due at that time. Bank Credit Facilities On June 27, 2014, we entered into a $1.2 billion unsecured credit facility, comprised of a $1 billion senior unsecured revolving credit facility (the “Revolving Credit Facility”) and a $200 million senior unsecured term loan facility (the “Term Loan Facility” and, collectively, the “2014 Credit Facilities”). On April 1, 2015, Omega entered into a First Amendment to Credit Agreement (the “First Amendment to Omega Credit Agreement”) which amended the 2014 Credit Facilities. Under the First Amendment to Omega Credit Agreement, Omega (i) increased the aggregate revolving commitment amount under the Revolving Credit Facility from $1 billion to $1.25 billion and (ii) obtained a $200 million senior unsecured incremental term loan facility (the “Acquisition Term Loan Facility”). The Revolving Credit Facility is priced at LIBOR plus an applicable percentage (beginning at 130 basis points, with a range of 92.5 to 170 basis points) based on our ratings from Standard & Poor’s, Moody’s and/or Fitch Ratings, plus a facility fee based on the same ratings (initially 25 basis points, with a range of 12.5 to 30 basis points). The Revolving Credit Facility is used for acquisitions and general corporate purposes. At June 30, 2015, we had a total of $351.0 million borrowings outstanding under the Revolving Credit Facility. The Revolving Credit Facility matures on June 27, 2018, subject to a one-time option by us to extend such maturity date by one year. The Term Loan Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 195 basis points) based on our ratings from Standard & Poor’s, Moody’s and/or Fitch Ratings. At June 30, 2015, we had a total of $200.0 million in borrowings outstanding under the Term Loan Facility. The Term Loan Facility matures on June 27, 2019. The Acquisition Term Loan Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 195 basis points) based on our ratings from Standard & Poor’s, Moody’s and/or Fitch Ratings. At June 30, 2015, we had a total of $200.0 million in borrowings outstanding under the Acquisition Term Loan Facility. The Acquisition Term Loan Facility matures on June 27, 2017, subject to Omega’s option to extend the maturity date of the Acquisition Term Loan Facility twice, the first extension until June 27, 2018 and the second extension until June 27, 2019. Omega OP Term Loan Facility On April 1, 2015, Omega OP entered into a $100 million senior unsecured term loan facility (the “Omega OP Term Loan Facility”). The Omega OP Term Loan Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 195 basis points) based on our ratings from Standard & Poor’s, Moody’s and/or Fitch Ratings. The Omega OP Term Loan Facility matures on June 27, 2017, subject to Omega OP’s option to extend such maturity date twice, the first extension until June 27, 2018 and the second extension until June 27, 2019. At June 30, 2015, we had a total of $100.0 million borrowings outstanding under the Omega OP Term Loan Facility. $200 Million 7.5% Senior Notes due 2020 Redemption On March 13, 2015, Omega redeemed all of its outstanding 7.5% Senior Notes due 2020 (the “2020 Notes”) at a redemption price of approximately $208.7 million, consisting of 103.750% of the principal amount, plus accrued and unpaid interest on such notes to, but not including, the date of redemption. In connection with the redemption, during the first quarter of 2015, we recorded approximately $11.7 million redemption related costs and write-offs, including $7.5 million in prepayment fees for early redemption and $4.2 million of write-offs associated with unamortized deferred financing costs and discount. The consideration for the redemption of the 2020 Notes was funded from the net proceeds of the 10.925 million share common stock offering. See Note 9 Dividends and Equity for additional details. Issuance of $700 Million of Senior Notes On March 18, 2015, we sold $700 million aggregate principal amount of our 4.50% Senior Notes due 2027 (the “2027 Notes”). The 2027 Notes were sold at an issue price of 98.546% of their face value before the initial purchasers’ discount. The Company’s total net proceeds from the offering, after deducting initial purchasers’ discounts and other offering expenses, were approximately $683 million. The net proceeds of the offering were used for general corporate purposes, including the repayment of Aviv indebtedness on April 1, 2015 in connection with the Aviv Merger, and repayment of future maturities on Omega’s outstanding debt. The 2027 Notes mature on April 1, 2027. The 2027 Notes bear an interest rate of 4.50% per annum, and are fully and unconditionally guaranteed, jointly and severally, by our existing and future subsidiaries that guarantee indebtedness for money borrowed by Omega in a principal amount at least equal to $50 million (including as of the date hereof our existing senior notes and the facilities under our credit agreement). The 2027 Notes are Omega’s unsecured senior obligations and rank equally in right of payment with all of Omega’s existing and future senior debt and is senior in right of payment to all of Omega’s existing and future subordinated debt. Omega may redeem some or all of the 2027 Notes prior to January 1, 2027 at a price equal to 100% of the principal amount thereof plus a “make-whole” premium calculated by reference to U.S. treasuries with a maturity comparable to the remaining term of the 2027 Notes, and accrued and unpaid interest, if any, to, but not including, the applicable redemption date. The 2027 Notes will be redeemable at any time on or after January 1, 2027 at a redemption price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date. $250 Million of Senior Notes Exchange Offer On June 17, 2015, we commenced an offer to exchange $250 million of our 4.50% Senior Notes due 2025 that have been registered under the Securities Act of 1933 (the “Exchange Notes”) for $250 million of our outstanding 4.50% Senior Notes due 2025, which were issued on September 11, 2014 in a private placement (the “Initial Notes”). The exchange offer was conducted upon the terms and subject to the conditions set forth in the prospectus dated June 17, 2015, and the related letter of transmittal. All of the $250 million aggregate principal amount of the Initial Notes were validly tendered and not withdrawn prior to the expiration of the exchange offer, and were exchanged for Exchange Notes as of July 17, 2015, pursuant to the terms of the exchange offer. The Exchange Notes are identical in all material respects to the Initial Notes, except that the Exchange Notes have been registered under the Securities Act of 1933 and the provisions of the Initial Notes relating to transfer restrictions, registration rights and additional interest do not apply to the Exchange Notes. Other Debt Repayments In connection with the Aviv Merger on April 1, 2015, the Company assumed notes payable with a face amount of $650.0 million and a revolving credit facility with an outstanding balance of $525.0 million. In connection with the Aviv Merger, the Company repaid this debt assumed from Aviv on April 1, 2015. Due to the contractual requirements for early repayments; the Company paid approximately $705.6 million for the $650.0 million notes assumed. The amount repaid in connection with the revolving credit facility was $525.0 million. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 13 – FINANCIAL INSTRUMENTS At June 30, 2015 and December 31, 2014, the carrying amounts and fair values of our financial instruments were as follows: June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Assets: (in thousands) Cash and cash equivalents $ 25,154 $ 25,154 $ 4,489 $ 4,489 Restricted cash 21,545 21,545 29,076 29,076 Investments in direct financing leases 571,377 571,377 539,232 539,232 Mortgage notes receivable – net 682,255 681,084 648,079 642,626 Other investments – net 82,955 83,973 48,952 49,513 Totals $ 1,383,286 $ 1,383,133 $ 1,269,828 $ 1,264,936 Liabilities: Revolving line of credit $ 351,000 $ 351,000 $ 85,000 $ 85,000 Term loan 200,000 200,000 200,000 200,000 Acquisition Term loan 200,000 200,000 — — Omega OP Term loan 100,000 100,000 — — 7.50% notes due 2020 – net — — 198,235 264,269 6.75% notes due 2022 – net 580,063 783,598 580,410 677,851 5.875% notes due 2024 – net 400,000 470,977 400,000 449,242 4.95% notes due 2024 – net 395,051 408,036 394,768 410,358 4.50% notes due 2025 – net 247,994 250,275 247,889 244,053 4.50% notes due 2027 – net 690,069 675,259 — — GE Term loan due 2019 180,000 180,000 — — HUD debt 83,068 81,657 251,454 266,434 Subordinated debt 20,679 29,119 20,747 26,434 Totals $ 3,447,924 $ 3,729,921 $ 2,378,503 $ 2,623,641 Fair value estimates are subjective in nature and are dependent on a number of important assumptions, including estimates of future cash flows, risks, discount rates and relevant comparable market information associated with each financial instrument (see Note 2 - Summary of Significant Accounting Policies in our Annual Report on Form 10-K for the year ended December 31, 2014). The use of different market assumptions and estimation methodologies may have a material effect on the reported estimated fair value amounts. The following methods and assumptions were used in estimating fair value disclosures for financial instruments. • Cash and cash equivalents and restricted cash: The carrying amount of cash and cash equivalents and restricted cash reported in the Consolidated Balance Sheet approximates fair value because of the short maturity of these instruments (i.e., less than 90 days) (Level 1). • Direct financing leases: The fair value of the investments in direct financing leases are estimated using a discounted cash flow analysis, using interest rates being offered for similar leases to borrowers with similar credit ratings (Level 3). • Mortgage notes receivable: The fair value of the mortgage notes receivables are estimated using a discounted cash flow analysis, using interest rates being offered for similar loans to borrowers with similar credit ratings (Level 3). • Other investments: Other investments are primarily comprised of notes receivable. The fair values of notes receivable are estimated using a discounted cash flow analysis, using interest rates being offered for similar loans to borrowers with similar credit ratings (Level 3). • Revolving line of credit and term loans: The fair value of our borrowings under variable rate agreements are estimated using an expected present value technique based on expected cash flows discounted using the current market rates (Level 3). • Senior notes and subordinated debt: The fair value of our borrowings under fixed rate agreements are estimated based on open market trading activity provided by a third party (Level 2). • HUD debt: The fair value of our borrowings under HUD debt agreements are estimated based on quotes obtained by HUD debt brokers (Level 2). |
LITIGATION
LITIGATION | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
LITIGATION | NOTE 14 – LITIGATION We are subject to various legal proceedings, claims and other actions arising out of the normal course of business. While any legal proceeding or claim has an element of uncertainty, management believes that the outcome of each lawsuit, claim or legal proceeding that is pending or threatened, or all of them combined, will not have a material adverse effect on our consolidated financial position or results of operations. As previously reported, four putative class actions were filed by purported stockholders of Aviv against Aviv, its directors, the Company and Merger Sub challenging the Aviv Merger and alleging that the disclosures in the Form S-4 filed with the Securities and Exchange Commission in connection with the Aviv Merger were inadequate to allow Aviv shareholders to make an informed decision whether to approve the Aviv Merger. On January 28, 2015, the court entered a stipulated consolidation order consolidating the four lawsuits into a single proceeding and on March 20, 2015, the court granted the defendants’ motions to dismiss the consolidated complaint. The time period for taking an appeal of the grant of the motions to dismiss has now expired and, as a result, we believe these matters are now concluded. In addition to these lawsuits, Omega is aware of a derivative demand letter that was delivered to the Aviv board of directors by Gary Danley (“Danley”), who subsequently filed one of the aforementioned lawsuits. The allegations in the demand letter are substantially similar to the allegations in Danley’s complaint. Omega believes that these actions have no merit and intends to defend vigorously against any further attempts to prosecute these claims. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2015 | |
Net Income Available To Common Per Share | |
EARNINGS PER SHARE | NOTE 15 – EARNINGS PER SHARE The computation of basic earnings per share (“EPS”) is computed by dividing net income available to common stockholders by the weighted-average number of shares of common stock outstanding during the relevant period. Diluted EPS is computed using the treasury stock method, which is net income divided by the total weighted-average number of common outstanding shares plus the effect of dilutive common equivalent shares during the respective period. Dilutive common shares reflect the assumed issuance of additional common shares pursuant to certain of our share-based compensation plans, including stock options, restricted stock and performance restricted stock units and the assumed issuance of additional shares related to Omega OP Units held by outside investors. The following tables set forth the computation of basic and diluted earnings per share: Three Months Ended Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per share amounts) Numerator: Net income $ 43,466 $ 46,817 $ 86,518 $ 102,646 Less: Net income attributable to noncontrolling interests (2,038 ) — (2,038 ) — Net income available to common stockholders $ 41,428 $ 46,817 $ 84,480 $ 102,646 Denominator: Denominator for basic earnings per share 182,697 126,474 158,521 125,467 Effect of dilutive securities: Common stock equivalents 2,796 962 1,628 663 Noncontrolling interest – OP units 8,989 — 4,495 — Denominator for diluted earnings per share 194,482 127,436 164,644 126,130 Earnings per share – basic: Net income available to common stockholders $ 0.23 $ 0.37 $ 0.53 $ 0.82 Earnings per share – diluted: Net income $ 0.22 $ 0.37 $ 0.53 $ 0.81 |
CONSOLIDATING FINANCIAL STATEME
CONSOLIDATING FINANCIAL STATEMENTS | 6 Months Ended |
Jun. 30, 2015 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
CONSOLIDATING FINANCIAL STATEMENTS | NOTE 16 – CONSOLIDATING FINANCIAL STATEMENTS As of June 30, 2015, we had outstanding: (i) $575 million 6.75% Senior Notes due 2022, (ii) $400 million 5.875% Senior Notes due 2024, (iii) $400 million 4.95% Senior Notes due 2024, (iv) $250 million 4.5% Senior Notes due 2025 and (v) $700 million 4.5% Senior Notes due 2027 (collectively, the “Senior Notes”). The Senior Notes are fully and unconditionally guaranteed, jointly and severally, by each of our 100% owned subsidiaries that guarantee other indebtedness of Omega or any of the subsidiary guarantors. All of our subsidiaries that guarantee the Senior Notes also guarantee amounts outstanding under the 2014 Credit Facilities. Any subsidiary that we properly designate as an “unrestricted subsidiary” under the indentures governing the high-yield Senior Notes due 2022 and 2024 will not provide guarantees of the Senior Notes or the First Amendment to Omega Credit Agreement. The following summarized condensed consolidating financial information segregates the financial information of the non-guarantor subsidiaries (which is comprised of 22 “unrestricted subsidiaries”) from the financial information of Omega Healthcare Investors, Inc. and the subsidiary guarantors under the Senior Notes. The results and financial position of acquired entities are included from the dates of their respective acquisitions. As of June 30, 2015, the 22 subsidiaries were required by relevant documentation to be added as subsidiary guarantors, and are therefore presented as subsidiary guarantors in the following table. Such subsidiaries were formally joined as subsidiary guarantors under the relevant documentation, effective August 2015. OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING BALANCE SHEETS Unaudited (in thousands, except per share amounts) June 30, 2015 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated ASSETS Real estate properties Land and buildings $ 6,216,154 $ 297,520 $ - $ 6,513,674 Less accumulated depreciation (879,004 ) (19,730 ) - (898,734 ) Real estate properties – net 5,337,150 277,790 - 5,614,940 Investments in direct financing leases 571,377 - - 571,377 Mortgage notes receivable 682,255 - - 682,255 6,590,782 277,790 - 6,868,572 Other investments 82,955 - - 82,955 6,673,737 277,790 - 6,951,527 Assets held for sale – net 15,903 - - 15,903 Total investments 6,689,640 277,790 - 6,967,430 Cash and cash equivalents 22,916 2,238 - 25,154 Restricted cash 7,056 14,489 - 21,545 Accounts receivable – net 183,681 5,356 - 189,037 Goodwill 526,807 16,286 - 543,093 Investment in affiliates 186,316 - (186,316 ) - Intercompany receivable - 1,692 (1,692 ) - Other assets 60,309 7 ,108 - 67,417 Total assets $ 7,676,725 $ 324,959 $ (188,008 ) $ 7,813,676 LIABILITIES AND EQUITY Revolving line of credit $ 351,000 $ - $ - $ 351,000 Term loan 500,000 - - 500,000 Secured borrowings 180,000 216,620 (133,552 ) 263,068 Unsecured borrowings – net 2,313,177 20,679 - 2,333,856 Accrued expenses and other liabilities 258,071 13,513 - 271,584 Deferred income taxes - 16,852 - 16,852 Total liabilities 3,602,248 267,664 (133,552 ) 3,736,360 Equity: Common stock 18,332 - - 18,332 Equity investment in affiliates - 46,318 (46,318 ) - Common stock – additional paid-in capital 4,503,180 - - 4,503,180 Cumulative net earnings 1,232,478 8 ,138 (8,138 ) 1,232,478 Cumulative dividends paid (2,047,257 ) - - (2,047,257 ) Accumulated other comprehensive income - 2,839 - 2,839 Total stockholders’ equity 3,706,733 57,295 (54,456 ) 3,709,572 Noncontrolling interest 367,744 - - 367,744 Total equity 4,074,477 57,295 (54,456 ) 4,077,316 Total liabilities and equity $ 7,676,725 $ 324,959 $ (188,008 ) $ 7,813,676 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING BALANCE SHEETS Unaudited (in thousands, except per share amounts) December 31, 2014 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated ASSETS Real estate properties Land and buildings $ 3,108,597 $ 115,188 $ — $ 3,223,785 Less accumulated depreciation (805,679 ) (16,033 ) — (821,712 ) Real estate properties – net 2,302,918 99,155 — 2,402,073 Investments in direct financing leases 539,232 — — 539,232 Mortgage notes receivable 648,079 — — 648,079 3,490,229 99,155 — 3,589,384 Other investments 48,952 — — 48,952 3,539,181 99,155 — 3,638,336 Assets held for sale – net 12,792 — — 12,792 Total investments 3,551,973 99,155 — 3,651,128 Cash and cash equivalents 4,489 — — 4,489 Restricted cash 15,143 13,933 — 29,076 Accounts receivable – net 163,610 4,566 — 168,176 Investment in affiliates 7,941 — (7,941 ) — Intercompany receivable — 1,005 (1,005 ) — Other assets 60,820 7,956 — 68,776 Total assets $ 3,803,976 $ 126,615 $ (8,946 ) $ 3,921,645 LIABILITIES AND EQUITY Revolving line of credit $ 85,000 $ — $ — $ 85,000 Term loan 200,000 — — 200,000 Secured borrowings 167,379 84,075 — 251,454 Unsecured borrowings – net 1,821,302 20,747 — 1,842,049 Accrued expenses and other liabilities 128,968 12,847 — 141,815 Total liabilities 2,402,649 117,669 — 2,520,318 Equity: Common stock 12,761 — — 12,761 Common stock – additional paid-in-capital 2,136,234 — — 2,136,234 Cumulative net earnings 1,147,998 8,946 (8,946 ) 1,147,998 Cumulative dividends paid (1,895,666 ) — — (1,895,666 ) Total stockholders’ equity 1,401,327 8,946 (8,946 ) 1,401,327 Total liabilities and equity $ 3,803,976 $ 126,615 $ (8,946 ) $ 3,921,645 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING STATEMENTS OF OPERATIONS Unaudited (in thousands, except per share amounts) Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 157,337 $ 5,775 $ - $ 163,112 $ 254,950 $ 9,126 $ - $ 264,076 Income from direct financing leases 15,020 - - 15,020 29,366 - - 29,366 Mortgage interest income 17,562 - - 17,562 34,141 - - 34,141 Other investment income – net 2,017 - - 2,017 3,548 - - 3,548 Total operating revenues 191,936 5,775 - 197,711 322,005 9,126 - 331,131 Expenses Depreciation and amortization 56,818 2,338 - 59,156 86,081 3,685 - 89,766 General and administrative 10,277 31 - 10,308 16,257 65 - 16,322 Acquisition costs 44,571 2,513 - 47,084 49,439 2,513 - 51,952 Impairment loss on real estate properties 6,916 - - 6,916 12,898 - - 12,898 Provision for uncollectible mortgages, notes and accounts receivable (7 ) - - (7 ) (9 ) - - (9 ) Total operating expenses 118,575 4,882 - 123,457 164,666 6,263 - 170,929 Income before other income and expense 73,361 893 - 74,254 157,339 2,863 - 160,202 Other income (expense): Interest income 3 4 - 7 192 8 - 200 Interest expense (35,984 ) (2,264 ) - (38,248 ) (67,119 ) (3,488 ) - (70,607 ) Interest – amortization of deferred financing costs (1,820 ) (6 ) - (1,826 ) (3,168 ) (11 ) - (3,179 ) Interest – refinancing gain (costs) 1,016 - - 1,016 (8,361 ) - - (8,361 ) Equity in earnings (1,553 ) - 1,553 - (808 ) - 808 - Total other expense (38,338 ) (2,266 ) 1,553 (39,051 ) (79,264 ) (3,491 ) 808 (81,947 ) Income before gain on assets sold 35,023 (1,373 ) 1,553 35,203 78,075 (6 28 ) 808 78,255 Gain on assets sold – net 8,802 - - 8,802 8,802 - - 8,802 Income from continuing operations before income taxes 43,825 (1,373 ) 1,553 44,005 86,877 (628 ) 808 87,057 Income taxes (359 ) (180 ) - (539 ) (359 ) (180 ) - (539 ) Net income 43,466 (1,553 ) 1,553 43,466 86,518 (808 ) 808 86,518 Net income attributable to noncontrolling interest (2,038 ) 73 (73 ) (2,038 ) (2,038 ) 73 (73 ) (2,038 ) Net income available to common stockholders $ 41,428 $ (1,480 ) $ 1,480 $ 41,428 $ 84,480 $ (735 ) $ 735 $ 84,480 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING STATEMENTS OF OPERATIONS Unaudited (in thousands, except per share amounts) Three Months Ended June 30, 2014 Six Months Ended June 30, 2014 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 92,967 $ 3,275 $ - $ 96,242 $ 185,609 $ 6,551 $ - $ 192,160 Income from direct financing leases 14,146 - - 14,146 28,230 - - 28,230 Mortgage interest income 9,923 - - 9,923 19,249 - - 19,249 Other investment income – net 1,489 - - 1,489 3,162 - - 3,162 Total operating revenues 118,525 3,275 - 121,800 236,250 6,551 - 242,801 Expenses Depreciation and amortization 29,995 1,306 - 31,301 60,138 2,607 - 62,745 General and administrative 6,267 30 - 6,297 12,732 62 - 12,794 Acquisition costs 45 - - 45 140 - - 140 Impairment loss on real estate properties 1,558 - - 1,558 1,558 - - 1,558 Provision for uncollectible mortgages, notes and accounts receivable 2,761 - - 2,761 2,745 - - 2,745 Total operating expenses 40,626 1,336 - 41,962 77,313 2,669 - 79,982 Income before other income and expense 77,899 1,939 - 79,838 158,937 3,882 - 162,819 Other income (expense): Interest income 13 4 - 17 18 7 - 25 Interest expense (28,208 ) (1,239 ) - (29,447 ) (54,037 ) (2,491 ) - (56,528 ) Interest – amortization of deferred financing costs (940 ) (6 ) - (946 ) (1,857 ) (11 ) - (1,868 ) Interest – refinancing gain (costs) (2,645 ) - - (2,645 ) (4,685 ) - - (4,685 ) Equity in earnings 698 - (698 ) - 1,387 - (1,387 ) - Total other expense (31,082 ) (1,241 ) (698 ) (33,021 ) (59,174 ) (2,495 ) (1,387 ) (63,056 ) Income before gain on assets sold 46,817 698 (698 ) 46,817 99,763 1,387 (1,387 ) 99,763 Gain on assets sold – net - - - - 2,883 - - 2,883 Net income available to common stockholders $ 46,817 $ 698 $ (698 ) $ 46,817 $ 102,646 $ 1,387 $ (1,387 ) $ 102,646 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Unaudited (in thousands) Six Months Ended June 30, 2015 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated Cash flows from operating activities Net income $ 86,518 $ (808 ) $ 808 $ 86,518 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 86,081 3,685 — 89,766 Provision for impairment on real estate properties 12,898 — — 12,898 Provision for uncollectible mortgages, notes and accounts receivable (9 ) — — (9 ) Amortization of deferred financing and debt extinguishment costs 11,529 11 — 11,540 Accretion of direct financing leases (5,321 ) — — (5,321 ) Stock-based compensation 4,483 — — 4,483 Gain on assets sold – net (8,802 ) — — (8,802 ) Amortization of acquired in-place leases - net (2,883 ) — — (2,883 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net 1,129 — — 1,129 Straight-line rent receivables (15,085 ) (786 ) — (15,871 ) Lease inducements (328 ) — — (328 ) Effective yield receivable on mortgage notes (2,253 ) — — (2,253 ) Other operating assets and liabilities 22,921 112 (808 ) 22,225 Net cash provided by operating activities 190,878 2,214 — 193,092 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (6,300 ) (177,484 ) — (183,784 ) Cash acquired in merger 84,858 — — 84,858 Investment in construction in progress (15,913 ) — — (15,913 ) Investment in U.K. subsidiary (179,870 ) 179,870 — — Placement of mortgage loans (4,701 ) — — (4,701 ) Proceeds from sale of real estate investments 26,846 — — 26,846 Capital improvements to real estate investments (9,879 ) (1,472 ) — (11,351 ) Proceeds from other investments 14,206 — — 14,206 Investments in other investments (36,600 ) — — (36,600 ) Collection of mortgage principal 1,735 — — 1,735 Net cash (used in) provided by investing activities (125,618 ) 914 — (124,704 ) Cash flows from financing activities Proceeds from credit facility borrowings 782,000 — — 782,000 Payments on credit facility borrowings (516,000 ) — — (516,000 ) Receipts of other long-term borrowings 989,822 — — 989,822 Payments of other long-term borrowings (1,586,660 ) (931 ) — (1,587,591 ) Payments of financing related costs (26,123 ) — — (26,123 ) Receipts from dividend reinvestment plan 30,111 — — 30,111 Payments for exercised options and restricted stock – net (6,982 ) — — (6,982 ) Net proceeds from issuance of common stock 440,036 — — 440,036 Dividends paid (151,387 ) — — (151,387 ) Distributions to OP Unit holders (1,650 ) — — (1,650 ) Net cash used in financing activities (46,833 ) (931 ) — (47,764 ) Increase in cash and cash equivalents 18,427 2,197 — 20,624 Effect of foreign currency translation on cash and cash equivalents — 41 — 41 Cash and cash equivalents at beginning of period 4,489 — — 4,489 Cash and cash equivalents at end of period $ 22,916 $ 2,238 $ — $ 25,154 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Unaudited (in thousands) Six Months Ended June 30, 2014 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated Cash flows from operating activities Net income $ 102,646 $ 1,387 $ (1,387 ) $ 102,646 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 60,138 2,607 — 62,745 Provision for impairment on real estate properties 1,558 — — 1,558 Provision for uncollectible mortgages, notes and accounts receivable 2,745 — — 2,745 Amortization of deferred financing and debt extinguishment costs 6,542 11 — 6,553 Accretion of direct financing leases (4,764 ) — — (4,764 ) Stock-based compensation 4,548 — — 4,548 Gain on assets sold – net (2,883 ) — — (2,883 ) Amortization of acquired in-place leases - net (2,571 ) — — (2,571 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net 912 — — 912 Straight-line rent receivables (10,091 ) (610 ) — (10,701 ) Lease inducements 1,362 — — 1,362 Effective yield receivable on mortgage notes (584 ) — — (584 ) Other operating assets and liabilities 5,891 (2,089 ) 1,387 5,189 Net cash provided by operating activities 165,449 1,306 — 166,755 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (22,000 ) — — (22,000 ) Placement of mortgage loans (528,343 ) — — (528,343 ) Proceeds from sale of real estate investments 3,924 — — 3,924 Capital improvements to real estate investments (7,953 ) (409 ) — (8,362 ) Proceeds from other investments 2,345 — — 2,345 Investments in other investments (5,379 ) — — (5,379 ) Collection of mortgage principal 117,522 — — 117,522 Net cash used in investing activities (439,884 ) (409 ) — (440,293 ) Cash flows from financing activities Proceeds from credit facility borrowings 590,000 — — 590,000 Payments on credit facility borrowings (646,000 ) — — (646,000 ) Receipts of other long-term borrowings 594,320 — — 594,320 Payments of other long-term borrowings (201,593 ) (897 ) — (202,490 ) Payments of financing related costs (12,740 ) — — (12,740 ) Receipts from dividend reinvestment plan 45,804 — — 45,804 Payments for exercised options and restricted stock – net (943 ) — — (943 ) Net proceeds from issuance of common stock 57,152 — — 57,152 Dividends paid (125,492 ) — — (125,492 ) Net cash provided by (used in) financing activities 300,508 (897 ) — 299,611 Increase in cash and cash equivalents 26,073 — — 26,073 Cash and cash equivalents at beginning of period 2,616 — — 2,616 Cash and cash equivalents at end of period $ 28,689 $ — $ — $ 28,689 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 17 – SUBSEQUENT EVENTS $112 Million Real Estate Acquisitions On July 24, 2015, the Company purchased five buildings on the Upper East Side of Manhattan for approximately $112 million and leased them to an existing operator of the Company. The Company and its operator plan to co-develop the sites into a 201,000 square-foot senior living facility. The properties were added to the operator’s existing master lease. During the construction phase, the Company will earn a 5% annual yield on the investment. |
BASIS OF PRESENTATION AND SIG25
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements for Omega have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. generally accepted accounting principles (“GAAP”) for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations for the interim periods reported herein are not necessarily indicative of results to be expected for the full year. We have evaluated all subsequent events through the date of the filing of this Form 10-Q. These unaudited consolidated financial statements should be read in conjunction with the financial statements and the footnotes thereto included in our latest Annual Report on Form 10-K. Our consolidated financial statements include the accounts of (i) Omega, (ii) Omega OP, and (iii) all direct and indirect wholly owned subsidiaries of Omega. All intercompany transactions and balances have been eliminated in consolidation, and our net earnings are reduced by the portion of net earnings attributable to noncontrolling interests. |
Goodwill | Goodwill Goodwill represents a purchase price in excess of the fair value of assets acquired and liabilities assumed and the cost associated with expanding our portfolio. Goodwill is not amortized. We assess goodwill for potential impairment during the fourth quarter of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the net assets of the entity. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of the entity is less than its carrying amount. If we conclude that it is more likely than not that the fair value of the entity is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential impairment and measure the amount of impairment we will recognize, if any. We do not expect any of the goodwill to be deductible for tax purposes. |
Redeemable Limited Partnership Unitholder Interests and Noncontrolling Interests | Redeemable Limited Partnership Unitholder Interests and Noncontrolling Interests As of April 1, 2015 and after giving effect to the Aviv Merger, the Company owned approximately 138.8 million Omega OP Units and Aviv OP owned approximately 52.9 million Omega OP Units. Each of the Omega OP Units (other than the Omega OP Units owned by Omega) is redeemable at the election of the Omega OP Unit holder for cash equal to the then-fair market value of one share of Omega common stock, par value $0.10 per share (“Omega Common Stock”), subject to the Company’s election to exchange the Omega OP Units tendered for redemption for unregistered shares of Omega Common Stock on a one-for-one basis, subject to adjustment as set forth in the Partnership Agreement. Effective June 30, 2015, the Company (through Merger Sub, in its capacity as the general partner of Aviv OP) caused Aviv OP to make a distribution of Omega OP Units held by Aviv OP (or equivalent value) to Aviv OP investors (the “Aviv OP Distribution”) in connection with the liquidation of Aviv OP. As a result of the Aviv OP Distribution, Omega directly and indirectly owns approximately 95% of the outstanding Omega OP Units, and the other investors own approximately 5% of the outstanding Omega OP Units. As a part of the Aviv OP Distribution, Omega settled approximately 0.2 million units via cash settlement. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests is the portion of equity in a subsidiary not attributable to a parent. We present the portion of any equity that we do not own in consolidated entities as noncontrolling interests and classify those interests as a component of total equity, separate from total stockholders’ equity, on our Consolidated Balance Sheets. Income attributable to the entity’s parent is included in net income attributable to common stockholders on our Consolidated Statements of Operations and Comprehensive Income. In addition, we include net income attributable to the noncontrolling interests in net income in our Consolidated Statements of Operations and Comprehensive Income. As our ownership of a controlled subsidiary increases or decreases, any difference between the aggregate consideration paid to acquire the noncontrolling interests and our noncontrolling interest balance is recorded as a component of equity in additional paid-in capital, so long as we maintain a controlling ownership interest. |
Foreign Operations | Foreign Operations The U.S. dollar is the functional currency for our consolidated subsidiaries operating in the United States. The functional currency for our consolidated subsidiaries operating in countries other than the United States is the principal currency in which the entity primarily generates and expends cash. For our consolidated subsidiaries whose functional currency is not the U.S. dollar, we translate their financial statements into the U.S. dollar. We translate assets and liabilities at the exchange rate in effect as of the financial statement date. The resulting translation adjustments are included in Accumulated Other Comprehensive Income (“AOCI”) in the Consolidated Balance Sheets. Certain balance sheet items, primarily equity and capital-related accounts, are reflected at the historical exchange rate. Revenue and expense accounts are translated using an average exchange rate for the period. We and certain of our consolidated subsidiaries may have intercompany and third-party debt that is not denominated in the entity’s functional currency. When the debt is remeasured against the functional currency of the entity, a gain or loss can result. The resulting adjustment is reflected in results of operations, unless it is intercompany debt that is deemed to be long-term in nature and then the adjustments are included in AOCI. |
Accounts Receivable | Accounts Receivable Accounts receivable includes: contractual receivables, effective yield interest receivables, straight-line rent receivables and lease inducements, net of an estimated provision for losses related to uncollectible and disputed accounts. Contractual receivables relate to the amounts currently owed to us under the terms of our lease and loan agreements. Effective yield interest receivables relate to the difference between the interest income recognized on an effective yield basis over the term of the loan agreement and the interest currently due to us according to the contractual agreement. Straight-line receivables relate to the difference between the rental revenue recognized on a straight-line basis and the amounts currently due to us according to the contractual agreement. Lease inducements result from value provided by us to the lessee, at the inception or renewal of the lease, and are amortized as a reduction of rental revenue over the non-cancellable lease term. On a quarterly basis, we review our accounts receivable to determine their collectability. The determination of collectability of these assets requires significant judgment and is affected by several factors relating to the credit quality of our operators that we regularly monitor, including (i) payment history, (ii) the age of the contractual receivables, (iii) the current economic conditions and reimbursement environment, (iv) the ability of the tenant to perform under the terms of their lease and/or contractual loan agreements and (v) the value of the underlying collateral of the agreement. If we determine collectability of any of our contractual receivables is at risk, we estimate the potential uncollectible amounts and provide an allowance. In the case of a lease recognized on a straight-line basis or existence of lease inducements, we generally provide an allowance for straight-line accounts receivable and/or the lease inducements when certain conditions or indicators of adverse collectability are present. A summary of our net receivables by type is as follows: June 30, 2015 December 31, 2014 (in thousands) Contractual receivables $ 7,374 $ 4,799 Effective yield interest receivables 8,485 6,232 Straight-line receivables 159,314 143,652 Lease inducements 13,899 13,571 Allowance (35 ) (78 ) Accounts receivable – net $ 189,037 $ 168,176 We continuously evaluate the payment history and financial strength of our operators and have historically established allowance reserves for straight-line rent adjustments for operators that do not meet our requirements. We consider factors such as payment history and the operator’s financial condition as well as current and future anticipated operating trends when evaluating whether to establish allowance reserves. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs |
BASIS OF PRESENTATION AND SIG26
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of summary of net receivables | June 30, 2015 December 31, 2014 (in thousands) Contractual receivables $ 7,374 $ 4,799 Effective yield interest receivables 8,485 6,232 Straight-line receivables 159,314 143,652 Lease inducements 13,899 13,571 Allowance (35 ) (78 ) Accounts receivable – net $ 189,037 $ 168,176 |
PROPERTIES AND INVESTMENTS (Tab
PROPERTIES AND INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Real Estate [Abstract] | |
Schedule of preliminary allocation of the assets acquired and liabilities assumed | The following table highlights the preliminary allocation of the assets acquired and liabilities assumed on April 1, 2015: (in thousands) Estimated fair value of assets acquired: Land and buildings $ 3,125,660 Investment in direct financing leases 26,823 Mortgages notes receivable 31,278 Other investments 11,590 Total investments 3,195,351 Goodwill 526,807 Accounts receivables and other assets 15,127 Cash acquired 84,858 Fair value of total assets acquired $ 3,822,143 Estimated fair value of liabilities assumed: Accrued expenses and other liabilities $ 134,671 Debt 1,410,637 Fair value of total liabilities assumed 1,545,308 Value of shares and OP units exchanged (a) 2,276,835 Fair value of consideration $ 3,822,143 (a) |
Schedule of unaudited pro forma results of business acquisition | Pro Forma Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per share amounts, unaudited) Pro Forma Revenues $ 198,929 $ 188,239 $ 396,107 $ 375,766 Pro Forma Net income $ 43,853 $ 67,359 $ 106,447 $ 143,791 Earnings per share – diluted: Net income – as reported $ 0.22 $ 0.37 $ 0.53 $ 0.81 Net income – pro forma $ 0.23 $ 0.37 $ 0.65 $ 0.79 |
DIRECT FINANCING LEASES (Tables
DIRECT FINANCING LEASES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Leases, Capital [Abstract] | |
Schedule of components of investment in direct financing leases | June 30, December 31, 2015 2014 (in thousands) Minimum lease payments receivable $ 4,291,061 $ 4,244,067 Estimated residual values — — Less unearned income (3,719,684 ) (3,704,835 ) Investments in direct financing leases $ 571,377 $ 539,232 Properties subject to direct financing leases 58 56 |
Schedule of minimum rents due under direct financing lease for the next five years | As of June 30, 2015, the following minimum rents are due under our direct financing leases for the next five years (in thousands): Year 1 Year 2 Year 3 Year 4 Year 5 $49,345 $49,623 $50,529 $51,782 $53,060 |
MORTGAGE NOTES RECEIVABLE (Tabl
MORTGAGE NOTES RECEIVABLE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Mortgage Notes Receivable Investments [Abstract] | |
Schedule of outstanding principal amounts of mortgage notes receivable, net of allowances | June 30, 2015 December 31, 2014 (in thousands) Mortgage note due 2015; interest at 8.35% $ 6,514 $ — Mortgage note due 2015; interest at 6.50% 763 — Two mortgage notes due 2018; interest at 11.00% 13,652 — Mortgage note due 2018; interest at 12.00% 1,028 — Mortgage note due 2020; interest at 8.00% 3,974 — Mortgage note due 2021; interest at 10.00% 1,090 — Mortgage note due 2021; interest at 10.51% 3,194 1,326 Four mortgage notes due 2022; interest at 12.00% 7,460 7,395 Mortgage note due 2023; interest at 9.00% 5,468 — Mortgage note due 2023; interest at 11.00% 69,928 69,928 Mortgage note due 2024; interest at 9.64% 112,500 112,500 Two mortgage notes due 2029; interest at 10.00% 417 — Mortgage note due 2029; including interest at 9.00% 413,987 414,550 Mortgage note due 2030; interest at 10.82% 15,780 15,880 Four mortgage notes due 2046; interest at 12.00% 26,500 26,500 Mortgage notes receivable, gross 682,255 648,079 Allowance for loss on mortgage notes receivable — — Total mortgages — net $ 682,255 $ 648,079 |
OTHER INVESTMENTS (Tables)
OTHER INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Schedule of other investments | June 30, 2015 December 31 2014 (in thousands) Other investment note due 2014 $ — $ 1,640 Other investment notes due 2015; interest at 9.50% 341 891 Other investment notes due 2015; interest at 10.00% 5,439 5,439 Other investment note due 2016; interest at 7.25% 884 — Other investment note due 2016; interest at 10.00% 32 — Other investment notes due 2017; interest at 10.00% 23,363 24,800 Other investment note due 2018; interest at 10.00% 179 — Other investment note due 2020; interest at 7.50% 4,707 — Other investment note due 2020; interest at 8.00% 656 — Other investment note due 2021; interest at 7.00% 78 — Other investment note due 2021; interest at 11.04% 992 1,053 Other investment note due 2022; interest at 10.77% 2,022 2,110 Other investment notes due 2022; interest at 11.04% 3,881 4,062 Other investment note due 2023; interest at 10.00% 1,000 1,000 Other investment notes due 2023; interest at 10.25% 1,117 — Other investment notes due 2023; interest at 10.51% 2,561 1,942 Other investment notes due 2023; interest at 10.77% 6,956 5,705 Other investment notes due 2023; interest at 11.04% 298 310 Other investment note due 2030; interest at 6.66% 28,449 — Notes receivable, gross 82,955 48,952 Allowance for loss on notes receivable — — Total other investments $ 82,955 $ 48,952 |
ASSETS HELD FOR SALE (Tables)
ASSETS HELD FOR SALE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment Assets Held-for-sale Disclosure [Abstract] | |
Schedule of properties held-for-sale | Properties Held For Sale Number of Properties Net Book Value (in thousands) December 31, 2014 (1) 4 $ 12,792 Properties sold — — Properties added 1 4,085 March 31, 2015 (2) 5 16,877 Properties sold (2 ) (6,973 ) Properties added 1 5,999 June 30, 2015 (3) 4 $ 15,903 (1) (2) (3) |
INTANGIBLES (Tables)
INTANGIBLES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangibles | June 30, 2015 December 31, 2014 (in thousands) Assets: Above market lease intangibles $ 21,629 $ 14,576 In-place lease intangibles 386 — Goodwill 543,093 — Accumulated amortization (13,010 ) (12,166 ) Net intangible assets $ 552,098 $ 2,410 Liabilities: Below market lease intangibles $ 83,321 $ 57,054 Accumulated amortization (40,327 ) (36,620 ) Net intangible liabilities $ 42,994 $ 20,434 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock-based compensation expense | Three Months Ended Six Months Ended 2015 2014 2015 2014 (in thousands) Stock-based compensation expense $ 2,873 $ 2,285 $ 4,483 $ 4,548 |
Schedule of restricted stock unit activity | Grant Assumption Date RSUs Granted 12 /31/2013 RSUs 213,741 1 /1/2014 RSUs 122,137 3 /31/2015 RSUs 123,693 4 /1/2015 RSUs 39,914 4 /1/2015 Assumed 2015 RSUs 10,644 4 /1/2015 Assumed 2016 RSUs 19,825 4 /1/2015 Assumed Multi-year RSUs 7,799 537,753 |
Schedule of unrecognized compensation cost associated with outstanding restricted stock and PRSU awards | The following table summarizes our total unrecognized compensation cost as of June 30, 2015 associated with outstanding restricted stock, restricted stock units, PRSU awards, and LTIP Unit awards to employees: Grant Year Shares/ Units Grant Date Average Fair Value Per Unit/ Share Total Weighted Unrecognized Restricted stock units 2013 142,494 $ 29.80 $ 4.2 36 $ 3.2 2015 Transition TSR 2013 77,369 7.48 0.6 24 0.1 2016 Transition TSR 2013 115,785 8.67 1.0 36 0.5 2015 Transition Relative TSR 2013 77,368 13.06 1.0 24 0.3 2016 Transition Relative TSR 2013 115,781 14.25 1.7 36 0.8 Restricted stock units 2014 122,137 29.80 3.6 36 1.8 2016 TSR 2014 154,584 8.67 1.3 48 0.8 2016 Relative TSR 2014 154,584 14.25 2.2 48 1.4 2017 Restricted stock units 2015 123,693 40.57 5.0 33 4.6 2017 LTIP Units 2015 154,716 14.66 2.3 45 2.1 2017 Relative TSR 2015 154,716 22.50 3.5 45 3.2 2017 Restricted stock units 2015 39,914 40.74 1.6 33 1.5 2017 LTIP Units 2015 54,151 14.45 0.8 45 0.7 2017 Relative TSR 2015 54,151 22.91 1.2 45 1.2 Restricted stock units 2015 10,644 12.36 0.1 9 0.1 Restricted stock units 2015 19,825 24.92 0.5 21 0.4 Restricted stock units 2015 7,799 35.08 0.3 33 0.2 Total 1,579,711 $ 19.63 $ 30.9 $ 22.9 |
TSR - Performance Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of number of shares earned under the TSR PRSUs depended on the level of achievement of TSR | We awarded the following TSR PRSUs and LTIP Units to employees: Name Grant Date PRSUs Granted Performance Period (a) 2013 Multi-Year TSR 1/1/2011 279,552 12/31/2011-12/31/2013 2014 Transition TSR 12/31/2013 77,371 12/31/2013-12/31/2014 2015 Transition TSR 12/31/2013 77,369 12/31/2013-12/31/2015 2016 Transition TSR 12/31/2013 115,785 12/31/2013-12/31/2016 2016 TSR 1/1/2014 154,584 1/1/2014-12/31/2016 2017 LTIP Units 3/31/2015 154,716 1/1/2015-12/31/2017 2017 LTIP Units 4/1/2015 54,151 1/1/2015-12/31/2017 913,528 (a) The performance period is the period indicated. |
TSR relative to other real estate investment trusts in the MSCI U.S. REIT Index | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of number of shares earned under the TSR PRSUs depended on the level of achievement of TSR | We awarded the following Relative TSR PRSUs to employees: Name Grant Date PRSUs Granted Performance Period 2013 Relative TSR 1/1/2011 93,183 12/31/2011-12/31/2013 2014 Transition Relative TSR 12/31/2013 77,371 12/31/2013-12/31/2014 2015 Transition Relative TSR 12/31/2013 77,368 12/31/2013-12/31/2015 2016 Transition Relative TSR 12/31/2013 115,781 12/31/2013-12/31/2016 2016 Relative TSR 1/1/2014 154,584 1/1/2014-12/31/2016 2017 Relative TSR 3/31/2015 154,716 1/1/2015-12/31/2017 2017 Relative TSR 4/1/2015 54,151 1/1/2015-12/31/2017 727,154 |
BORROWING ACTIVITIES AND ARRA34
BORROWING ACTIVITIES AND ARRANGEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of long-term borrowings | Rate as of June 30, June 30, December 31, Maturity 2015 2015 2014 (in thousands) Secured borrowings: GE Term loan 2019 4.00 % $ 180,000 $ — HUD mortgages assumed June 2010 (1) 2040 - 2045 — — 126,319 HUD mortgages assumed October 2011 (1) 2036 4.91 % 26,253 26,658 HUD mortgages assumed December 2011 (1) 2044 3.06 % 56,815 57,416 HUD mortgages assumed December 2012 (1) 2041 — — 41,061 Total secured borrowings 263,068 251,454 Unsecured borrowings: Revolving line of credit 2018 1.48 % 351,000 85,000 Term loan 2019 1.69 % 200,000 200,000 Acquisition Term loan 2017 1.68 % 200,000 — Omega OP Term loan 2017 1.68 % 100,000 — 851,000 285,000 2020 notes 2020 — — 200,000 2022 notes 2022 6.75 % 575,000 575,000 2024 notes 2024 5.875 % 400,000 400,000 2024 notes 2024 4.95 % 400,000 400,000 2025 notes 2025 4.50 % 250,000 250,000 2027 notes 2027 4.50 % 700,000 — Subordinated debt 2021 9.00 % 20,679 20,747 2,345,679 1,845,747 Discount - net (11,823 ) (3,698 ) Total unsecured borrowings 3,184,856 2,127,049 Total – net $ 3,447,924 $ 2,378,503 (1) Reflects the weighted average annual contractual interest rate on the mortgages at June 30, 2015 excluding a 0.5% third-party administration fee. |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of the carrying amounts and fair values of financial instruments | June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Assets: (in thousands) Cash and cash equivalents $ 25,154 $ 25,154 $ 4,489 $ 4,489 Restricted cash 21,545 21,545 29,076 29,076 Investments in direct financing leases 571,377 571,377 539,232 539,232 Mortgage notes receivable – net 682,255 681,084 648,079 642,626 Other investments – net 82,955 83,973 48,952 49,513 Totals $ 1,383,286 $ 1,383,133 $ 1,269,828 $ 1,264,936 Liabilities: Revolving line of credit $ 351,000 $ 351,000 $ 85,000 $ 85,000 Term loan 200,000 200,000 200,000 200,000 Acquisition Term loan 200,000 200,000 — — Omega OP Term loan 100,000 100,000 — — 7.50% notes due 2020 – net — — 198,235 264,269 6.75% notes due 2022 – net 580,063 783,598 580,410 677,851 5.875% notes due 2024 – net 400,000 470,977 400,000 449,242 4.95% notes due 2024 – net 395,051 408,036 394,768 410,358 4.50% notes due 2025 – net 247,994 250,275 247,889 244,053 4.50% notes due 2027 – net 690,069 675,259 — — GE Term loan due 2019 180,000 180,000 — — HUD debt 83,068 81,657 251,454 266,434 Subordinated debt 20,679 29,119 20,747 26,434 Totals $ 3,447,924 $ 3,729,921 $ 2,378,503 $ 2,623,641 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Net Income Available To Common Per Share | |
Schedule of computation of basic and diluted earnings per share | Three Months Ended Six Months Ended June 30, 2015 2014 2015 2014 (in thousands, except per share amounts) Numerator: Net income $ 43,466 $ 46,817 $ 86,518 $ 102,646 Less: Net income attributable to noncontrolling interests (2,038 ) — (2,038 ) — Net income available to common stockholders $ 41,428 $ 46,817 $ 84,480 $ 102,646 Denominator: Denominator for basic earnings per share 182,697 126,474 158,521 125,467 Effect of dilutive securities: Common stock equivalents 2,796 962 1,628 663 Noncontrolling interest – OP units 8,989 — 4,495 — Denominator for diluted earnings per share 194,482 127,436 164,644 126,130 Earnings per share – basic: Net income available to common stockholders $ 0.23 $ 0.37 $ 0.53 $ 0.82 Earnings per share – diluted: Net income $ 0.22 $ 0.37 $ 0.53 $ 0.81 |
CONSOLIDATING FINANCIAL STATE37
CONSOLIDATING FINANCIAL STATEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule of consolidating balance sheets | OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING BALANCE SHEETS Unaudited (in thousands, except per share amounts) June 30, 2015 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated ASSETS Real estate properties Land and buildings $ 6,216,154 $ 297,520 $ - $ 6,513,674 Less accumulated depreciation (879,004 ) (19,730 ) - (898,734 ) Real estate properties – net 5,337,150 277,790 - 5,614,940 Investments in direct financing leases 571,377 - - 571,377 Mortgage notes receivable 682,255 - - 682,255 6,590,782 277,790 - 6,868,572 Other investments 82,955 - - 82,955 6,673,737 277,790 - 6,951,527 Assets held for sale – net 15,903 - - 15,903 Total investments 6,689,640 277,790 - 6,967,430 Cash and cash equivalents 22,916 2,238 - 25,154 Restricted cash 7,056 14,489 - 21,545 Accounts receivable – net 183,681 5,356 - 189,037 Goodwill 526,807 16,286 - 543,093 Investment in affiliates 186,316 - (186,316 ) - Intercompany receivable - 1,692 (1,692 ) - Other assets 60,309 7 ,108 - 67,417 Total assets $ 7,676,725 $ 324,959 $ (188,008 ) $ 7,813,676 LIABILITIES AND EQUITY Revolving line of credit $ 351,000 $ - $ - $ 351,000 Term loan 500,000 - - 500,000 Secured borrowings 180,000 216,620 (133,552 ) 263,068 Unsecured borrowings – net 2,313,177 20,679 - 2,333,856 Accrued expenses and other liabilities 258,071 13,513 - 271,584 Deferred income taxes - 16,852 - 16,852 Total liabilities 3,602,248 267,664 (133,552 ) 3,736,360 Equity: Common stock 18,332 - - 18,332 Equity investment in affiliates - 46,318 (46,318 ) - Common stock – additional paid-in capital 4,503,180 - - 4,503,180 Cumulative net earnings 1,232,478 8 ,138 (8,138 ) 1,232,478 Cumulative dividends paid (2,047,257 ) - - (2,047,257 ) Accumulated other comprehensive income - 2,839 - 2,839 Total stockholders’ equity 3,706,733 57,295 (54,456 ) 3,709,572 Noncontrolling interest 367,744 - - 367,744 Total equity 4,074,477 57,295 (54,456 ) 4,077,316 Total liabilities and equity $ 7,676,725 $ 324,959 $ (188,008 ) $ 7,813,676 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING BALANCE SHEETS Unaudited (in thousands, except per share amounts) December 31, 2014 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated ASSETS Real estate properties Land and buildings $ 3,108,597 $ 115,188 $ — $ 3,223,785 Less accumulated depreciation (805,679 ) (16,033 ) — (821,712 ) Real estate properties – net 2,302,918 99,155 — 2,402,073 Investments in direct financing leases 539,232 — — 539,232 Mortgage notes receivable 648,079 — — 648,079 3,490,229 99,155 — 3,589,384 Other investments 48,952 — — 48,952 3,539,181 99,155 — 3,638,336 Assets held for sale – net 12,792 — — 12,792 Total investments 3,551,973 99,155 — 3,651,128 Cash and cash equivalents 4,489 — — 4,489 Restricted cash 15,143 13,933 — 29,076 Accounts receivable – net 163,610 4,566 — 168,176 Investment in affiliates 7,941 — (7,941 ) — Intercompany receivable — 1,005 (1,005 ) — Other assets 60,820 7,956 — 68,776 Total assets $ 3,803,976 $ 126,615 $ (8,946 ) $ 3,921,645 LIABILITIES AND EQUITY Revolving line of credit $ 85,000 $ — $ — $ 85,000 Term loan 200,000 — — 200,000 Secured borrowings 167,379 84,075 — 251,454 Unsecured borrowings – net 1,821,302 20,747 — 1,842,049 Accrued expenses and other liabilities 128,968 12,847 — 141,815 Total liabilities 2,402,649 117,669 — 2,520,318 Equity: Common stock 12,761 — — 12,761 Common stock – additional paid-in-capital 2,136,234 — — 2,136,234 Cumulative net earnings 1,147,998 8,946 (8,946 ) 1,147,998 Cumulative dividends paid (1,895,666 ) — — (1,895,666 ) Total stockholders’ equity 1,401,327 8,946 (8,946 ) 1,401,327 Total liabilities and equity $ 3,803,976 $ 126,615 $ (8,946 ) $ 3,921,645 |
Schedule of consolidating statement of operations | OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING STATEMENTS OF OPERATIONS Unaudited (in thousands, except per share amounts) Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 157,337 $ 5,775 $ - $ 163,112 $ 254,950 $ 9,126 $ - $ 264,076 Income from direct financing leases 15,020 - - 15,020 29,366 - - 29,366 Mortgage interest income 17,562 - - 17,562 34,141 - - 34,141 Other investment income – net 2,017 - - 2,017 3,548 - - 3,548 Total operating revenues 191,936 5,775 - 197,711 322,005 9,126 - 331,131 Expenses Depreciation and amortization 56,818 2,338 - 59,156 86,081 3,685 - 89,766 General and administrative 10,277 31 - 10,308 16,257 65 - 16,322 Acquisition costs 44,571 2,513 - 47,084 49,439 2,513 - 51,952 Impairment loss on real estate properties 6,916 - - 6,916 12,898 - - 12,898 Provision for uncollectible mortgages, notes and accounts receivable (7 ) - - (7 ) (9 ) - - (9 ) Total operating expenses 118,575 4,882 - 123,457 164,666 6,263 - 170,929 Income before other income and expense 73,361 893 - 74,254 157,339 2,863 - 160,202 Other income (expense): Interest income 3 4 - 7 192 8 - 200 Interest expense (35,984 ) (2,264 ) - (38,248 ) (67,119 ) (3,488 ) - (70,607 ) Interest – amortization of deferred financing costs (1,820 ) (6 ) - (1,826 ) (3,168 ) (11 ) - (3,179 ) Interest – refinancing gain (costs) 1,016 - - 1,016 (8,361 ) - - (8,361 ) Equity in earnings (1,553 ) - 1,553 - (808 ) - 808 - Total other expense (38,338 ) (2,266 ) 1,553 (39,051 ) (79,264 ) (3,491 ) 808 (81,947 ) Income before gain on assets sold 35,023 (1,373 ) 1,553 35,203 78,075 (6 28 ) 808 78,255 Gain on assets sold – net 8,802 - - 8,802 8,802 - - 8,802 Income from continuing operations before income taxes 43,825 (1,373 ) 1,553 44,005 86,877 (628 ) 808 87,057 Income taxes (359 ) (180 ) - (539 ) (359 ) (180 ) - (539 ) Net income 43,466 (1,553 ) 1,553 43,466 86,518 (808 ) 808 86,518 Net income attributable to noncontrolling interest (2,038 ) 73 (73 ) (2,038 ) (2,038 ) 73 (73 ) (2,038 ) Net income available to common stockholders $ 41,428 $ (1,480 ) $ 1,480 $ 41,428 $ 84,480 $ (735 ) $ 735 $ 84,480 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING STATEMENTS OF OPERATIONS Unaudited (in thousands, except per share amounts) Three Months Ended June 30, 2014 Six Months Ended June 30, 2014 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 92,967 $ 3,275 $ - $ 96,242 $ 185,609 $ 6,551 $ - $ 192,160 Income from direct financing leases 14,146 - - 14,146 28,230 - - 28,230 Mortgage interest income 9,923 - - 9,923 19,249 - - 19,249 Other investment income – net 1,489 - - 1,489 3,162 - - 3,162 Total operating revenues 118,525 3,275 - 121,800 236,250 6,551 - 242,801 Expenses Depreciation and amortization 29,995 1,306 - 31,301 60,138 2,607 - 62,745 General and administrative 6,267 30 - 6,297 12,732 62 - 12,794 Acquisition costs 45 - - 45 140 - - 140 Impairment loss on real estate properties 1,558 - - 1,558 1,558 - - 1,558 Provision for uncollectible mortgages, notes and accounts receivable 2,761 - - 2,761 2,745 - - 2,745 Total operating expenses 40,626 1,336 - 41,962 77,313 2,669 - 79,982 Income before other income and expense 77,899 1,939 - 79,838 158,937 3,882 - 162,819 Other income (expense): Interest income 13 4 - 17 18 7 - 25 Interest expense (28,208 ) (1,239 ) - (29,447 ) (54,037 ) (2,491 ) - (56,528 ) Interest – amortization of deferred financing costs (940 ) (6 ) - (946 ) (1,857 ) (11 ) - (1,868 ) Interest – refinancing gain (costs) (2,645 ) - - (2,645 ) (4,685 ) - - (4,685 ) Equity in earnings 698 - (698 ) - 1,387 - (1,387 ) - Total other expense (31,082 ) (1,241 ) (698 ) (33,021 ) (59,174 ) (2,495 ) (1,387 ) (63,056 ) Income before gain on assets sold 46,817 698 (698 ) 46,817 99,763 1,387 (1,387 ) 99,763 Gain on assets sold – net - - - - 2,883 - - 2,883 Net income available to common stockholders $ 46,817 $ 698 $ (698 ) $ 46,817 $ 102,646 $ 1,387 $ (1,387 ) $ 102,646 |
Schedule of consolidating statement of cash flows | OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Unaudited (in thousands) Six Months Ended June 30, 2015 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated Cash flows from operating activities Net income $ 86,518 $ (808 ) $ 808 $ 86,518 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 86,081 3,685 — 89,766 Provision for impairment on real estate properties 12,898 — — 12,898 Provision for uncollectible mortgages, notes and accounts receivable (9 ) — — (9 ) Amortization of deferred financing and debt extinguishment costs 11,529 11 — 11,540 Accretion of direct financing leases (5,321 ) — — (5,321 ) Stock-based compensation 4,483 — — 4,483 Gain on assets sold – net (8,802 ) — — (8,802 ) Amortization of acquired in-place leases - net (2,883 ) — — (2,883 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net 1,129 — — 1,129 Straight-line rent receivables (15,085 ) (786 ) — (15,871 ) Lease inducements (328 ) — — (328 ) Effective yield receivable on mortgage notes (2,253 ) — — (2,253 ) Other operating assets and liabilities 22,921 112 (808 ) 22,225 Net cash provided by operating activities 190,878 2,214 — 193,092 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (6,300 ) (177,484 ) — (183,784 ) Cash acquired in merger 84,858 — — 84,858 Investment in construction in progress (15,913 ) — — (15,913 ) Investment in U.K. subsidiary (179,870 ) 179,870 — — Placement of mortgage loans (4,701 ) — — (4,701 ) Proceeds from sale of real estate investments 26,846 — — 26,846 Capital improvements to real estate investments (9,879 ) (1,472 ) — (11,351 ) Proceeds from other investments 14,206 — — 14,206 Investments in other investments (36,600 ) — — (36,600 ) Collection of mortgage principal 1,735 — — 1,735 Net cash (used in) provided by investing activities (125,618 ) 914 — (124,704 ) Cash flows from financing activities Proceeds from credit facility borrowings 782,000 — — 782,000 Payments on credit facility borrowings (516,000 ) — — (516,000 ) Receipts of other long-term borrowings 989,822 — — 989,822 Payments of other long-term borrowings (1,586,660 ) (931 ) — (1,587,591 ) Payments of financing related costs (26,123 ) — — (26,123 ) Receipts from dividend reinvestment plan 30,111 — — 30,111 Payments for exercised options and restricted stock – net (6,982 ) — — (6,982 ) Net proceeds from issuance of common stock 440,036 — — 440,036 Dividends paid (151,387 ) — — (151,387 ) Distributions to OP Unit holders (1,650 ) — — (1,650 ) Net cash used in financing activities (46,833 ) (931 ) — (47,764 ) Increase in cash and cash equivalents 18,427 2,197 — 20,624 Effect of foreign currency translation on cash and cash equivalents — 41 — 41 Cash and cash equivalents at beginning of period 4,489 — — 4,489 Cash and cash equivalents at end of period $ 22,916 $ 2,238 $ — $ 25,154 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS Unaudited (in thousands) Six Months Ended June 30, 2014 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Company Consolidated Cash flows from operating activities Net income $ 102,646 $ 1,387 $ (1,387 ) $ 102,646 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 60,138 2,607 — 62,745 Provision for impairment on real estate properties 1,558 — — 1,558 Provision for uncollectible mortgages, notes and accounts receivable 2,745 — — 2,745 Amortization of deferred financing and debt extinguishment costs 6,542 11 — 6,553 Accretion of direct financing leases (4,764 ) — — (4,764 ) Stock-based compensation 4,548 — — 4,548 Gain on assets sold – net (2,883 ) — — (2,883 ) Amortization of acquired in-place leases - net (2,571 ) — — (2,571 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net 912 — — 912 Straight-line rent receivables (10,091 ) (610 ) — (10,701 ) Lease inducements 1,362 — — 1,362 Effective yield receivable on mortgage notes (584 ) — — (584 ) Other operating assets and liabilities 5,891 (2,089 ) 1,387 5,189 Net cash provided by operating activities 165,449 1,306 — 166,755 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (22,000 ) — — (22,000 ) Placement of mortgage loans (528,343 ) — — (528,343 ) Proceeds from sale of real estate investments 3,924 — — 3,924 Capital improvements to real estate investments (7,953 ) (409 ) — (8,362 ) Proceeds from other investments 2,345 — — 2,345 Investments in other investments (5,379 ) — — (5,379 ) Collection of mortgage principal 117,522 — — 117,522 Net cash used in investing activities (439,884 ) (409 ) — (440,293 ) Cash flows from financing activities Proceeds from credit facility borrowings 590,000 — — 590,000 Payments on credit facility borrowings (646,000 ) — — (646,000 ) Receipts of other long-term borrowings 594,320 — — 594,320 Payments of other long-term borrowings (201,593 ) (897 ) — (202,490 ) Payments of financing related costs (12,740 ) — — (12,740 ) Receipts from dividend reinvestment plan 45,804 — — 45,804 Payments for exercised options and restricted stock – net (943 ) — — (943 ) Net proceeds from issuance of common stock 57,152 — — 57,152 Dividends paid (125,492 ) — — (125,492 ) Net cash provided by (used in) financing activities 300,508 (897 ) — 299,611 Increase in cash and cash equivalents 26,073 — — 26,073 Cash and cash equivalents at beginning of period 2,616 — — 2,616 Cash and cash equivalents at end of period $ 28,689 $ — $ — $ 28,689 |
BASIS OF PRESENTATION AND SIG38
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ||
Contractual receivables | $ 7,374 | $ 4,799 |
Effective yield interest receivables | 8,485 | 6,232 |
Straight-line receivables | 159,314 | 143,652 |
Lease inducements | 13,899 | 13,571 |
Allowance | (35) | (78) |
Accounts receivable - net | $ 189,037 | $ 168,176 |
BASIS OF PRESENTATION AND SIG39
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Detail) | 6 Months Ended |
Jun. 30, 2015Segment | |
Accounting Policies [Abstract] | |
Number of reportable segment | 1 |
BASIS OF PRESENTATION AND SIG40
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Detail 1) - Apr. 01, 2015 - Omega OP Units - $ / shares shares in Millions | Total |
Basis Of Presentation And Significant Accounting Policies [Line Items] | |
Limited partnership interests owned | 138.8 |
Limited partnership units, Redeemable, Par value per share | $ 0.10 |
Percentage of limited partnership interests owned on pro forma basis | 95.00% |
Number of units settled in cash | 0.2 |
Aviv Operating Partnership | |
Basis Of Presentation And Significant Accounting Policies [Line Items] | |
Limited partnership interests owned | 52.9 |
Limited partnership units, Redeemable, Par value per share | $ 0.10 |
Percentage of limited partnership interests owned on pro forma basis | 5.00% |
PROPERTIES AND INVESTMENTS - Pr
PROPERTIES AND INVESTMENTS - Preliminary allocation of the assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Apr. 01, 2015 | Dec. 31, 2014 | |
Estimated fair value of assets acquired: | ||||
Goodwill | $ 543,093 | |||
Merger Agreement | Aviv REIT, Inc | ||||
Estimated fair value of assets acquired: | ||||
Land and buildings | $ 3,125,660 | |||
Investment in direct financing leases | 26,823 | |||
Mortgages notes receivable | 31,278 | |||
Other investments | 11,590 | |||
Total investments | 3,195,351 | |||
Goodwill | 526,807 | |||
Accounts receivables and other assets | 15,127 | |||
Cash acquired | 84,858 | |||
Fair value of total assets acquired | 3,822,143 | |||
Estimated fair value of liabilities assumed: | ||||
Accrued expenses and other liabilities | 134,671 | |||
Debt | 1,410,637 | |||
Fair value of total liabilities assumed | 1,545,308 | |||
Value of shares and OP units exchanged | [1] | 2,276,835 | ||
Fair value of consideration | $ 3,822,143 | |||
[1] | Includes the fair value of stock compensation plans assumed. |
PROPERTIES AND INVESTMENTS - 42
PROPERTIES AND INVESTMENTS - Pro forma information (Details 1) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings per share - diluted: | ||||
Net income - as reported | $ 0.22 | $ 0.37 | $ 0.53 | $ 0.81 |
Pro forma | ||||
Proforma Information [Line Items] | ||||
Pro Forma Revenues | $ 198,929 | $ 188,239 | $ 396,107 | $ 375,766 |
Pro Forma Net income | $ 43,853 | $ 67,359 | $ 106,447 | $ 143,791 |
Earnings per share - diluted: | ||||
Net income - as reported | $ 0.22 | $ 0.37 | $ 0.53 | $ 0.81 |
Net income - pro forma | $ 0.23 | $ 0.37 | $ 0.65 | $ 0.79 |
PROPERTIES AND INVESTMENTS - Le
PROPERTIES AND INVESTMENTS - Leased Property (Narrative) (Detail) $ in Millions | 1 Months Ended | 6 Months Ended |
Jan. 28, 2015USD ($)Facility | Jun. 30, 2015USD ($)FacilityBed | |
Leased Properties [Line Items] | ||
Number of facilities owned | Facility | 936 | |
Increase in the specific annual percentage over the prior year's rent | 2.50% | |
Property available for operating lease | Minimum | ||
Leased Properties [Line Items] | ||
Lease term | 5 years | |
Property available for operating lease | Maximum | ||
Leased Properties [Line Items] | ||
Lease term | 15 years | |
SNF's | ||
Leased Properties [Line Items] | ||
Number of facilities owned | Facility | 1 | 775 |
Cash paid for acquisition | $ 6.3 | |
Potential payment as part of the purchase price | $ 0.5 | |
SNF's | Texas | ||
Leased Properties [Line Items] | ||
Cash paid for acquisition | $ 6.8 | |
Number of operating beds | Bed | 93 | |
Initial cash yield | 9.50% | |
SNF's | Texas | Land | ||
Leased Properties [Line Items] | ||
Cash paid for acquisition | $ 0.1 | |
SNF's | Texas | Building and site improvements | ||
Leased Properties [Line Items] | ||
Cash paid for acquisition | 6.1 | |
SNF's | Texas | Furniture and fixtures | ||
Leased Properties [Line Items] | ||
Cash paid for acquisition | $ 0.6 | |
ALFs | ||
Leased Properties [Line Items] | ||
Number of facilities owned | Facility | 81 | |
Specialty facilities | ||
Leased Properties [Line Items] | ||
Number of facilities owned | Facility | 16 | |
Medical office building | ||
Leased Properties [Line Items] | ||
Number of facilities owned | Facility | 1 |
PROPERTIES AND INVESTMENTS - Ac
PROPERTIES AND INVESTMENTS - Acquisition of Care Homes in the United Kingdom (Narrative) (Detail 1) $ in Thousands | May. 01, 2015USD ($)BedCare_Home | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) |
Real Estate Properties [Line Items] | |||||
Acquisition costs | $ 47,084 | $ 45 | $ 51,952 | $ 140 | |
Healthcare Homes | |||||
Real Estate Properties [Line Items] | |||||
Number of care homes located in the United Kingdom | Care_Home | 23 | ||||
Number of registered beds | Bed | 1,018 | ||||
Master lease agreement term | 12 years | ||||
Percentage of initial annual cash yield | 7.00% | ||||
Percentage of annual escalators | 2.50% | ||||
Cash paid for acquisition | $ 193,800 | ||||
Acquisition costs | $ 3,200 | ||||
Healthcare Homes | Land | |||||
Real Estate Properties [Line Items] | |||||
Cash paid for acquisition | 20,700 | ||||
Healthcare Homes | Building and site improvements | |||||
Real Estate Properties [Line Items] | |||||
Cash paid for acquisition | 152,100 | ||||
Healthcare Homes | Furniture and fixtures | |||||
Real Estate Properties [Line Items] | |||||
Cash paid for acquisition | 5,300 | ||||
Healthcare Homes | Goodwill | |||||
Real Estate Properties [Line Items] | |||||
Cash paid for acquisition | $ 15,700 |
PROPERTIES AND INVESTMENTS - Av
PROPERTIES AND INVESTMENTS - Aviv Merger (Narrative) (Detail 2) $ in Thousands, shares in Millions | Apr. 01, 2015USD ($)StateOperatorPropertyLeaseMortgageshares | Jun. 30, 2015USD ($)StateOperatorProperty | Mar. 31, 2015Property | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)StateOperator | Jun. 30, 2014USD ($) |
Real Estate Properties [Line Items] | ||||||
Number of properties acquired | Property | 1 | 1 | ||||
Number of states | State | 41 | 41 | ||||
Number of operators | Operator | 84 | 84 | ||||
Acquisition costs | $ 47,084 | $ 45 | $ 51,952 | $ 140 | ||
Merger Agreement | Aviv REIT, Inc | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties acquired | Property | 342 | |||||
Number of facilities leased | Lease | 2 | |||||
Number of mortgage facilities | Mortgage | 3 | |||||
Number of states | State | 31 | |||||
Conversion ratio of shares | 0.90 | |||||
Number of operators | Operator | 38 | |||||
Description of merger agreement | The transaction was structured as stock-for-stock swap with each share of Aviv being exchanged for .9 shares of Omega. | |||||
Fair value of consideration | $ 3,822,143 | |||||
Acquisition costs | $ 48,500 | |||||
Number of shares issued to issuable to stockholders | shares | 43.7 |
PROPERTIES AND INVESTMENTS - As
PROPERTIES AND INVESTMENTS - Assets Sold or Held for Sale (Narrative) (Detail 3) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($)Facility | Mar. 31, 2015USD ($)Facility | Jun. 30, 2015USD ($)Facility | Jun. 30, 2014USD ($) | |
Real Estate Properties [Line Items] | ||||
Number of facilities sold | Facility | 4 | 4 | ||
Total cash proceeds | $ 26,600 | |||
Amount of gain from sale of facilities | 8,802 | $ 8,802 | $ 2,883 | |
Tennessee | ||||
Real Estate Properties [Line Items] | ||||
Impairment charge | $ 6,900 | |||
SNF's | Florida | ||||
Real Estate Properties [Line Items] | ||||
Number of facilities to be replaced | Facility | 3 | |||
Impairment charge | $ 6,000 |
DIRECT FINANCING LEASES (Detail
DIRECT FINANCING LEASES (Detail) $ in Thousands | Jun. 30, 2015USD ($)Property | Dec. 31, 2014USD ($)Property |
Leases, Capital [Abstract] | ||
Minimum lease payments receivable | $ 4,291,061 | $ 4,244,067 |
Estimated residual values | ||
Less unearned income | $ (3,719,684) | $ (3,704,835) |
Investments in direct financing leases | $ 571,377 | $ 539,232 |
Properties subject to direct financing leases | Property | 58 | 56 |
DIRECT FINANCING LEASES (Deta48
DIRECT FINANCING LEASES (Detail 1) $ in Thousands | Jun. 30, 2015USD ($) |
Leases, Capital [Abstract] | |
Year 1 | $ 49,345 |
Year 2 | 49,623 |
Year 3 | 50,529 |
Year 4 | 51,782 |
Year 5 | $ 53,060 |
DIRECT FINANCING LEASES (Narrat
DIRECT FINANCING LEASES (Narrative) (Detail) $ in Millions | Apr. 01, 2015StateLease | Nov. 27, 2013USD ($)FacilityBedStateOperating-Lease | Dec. 31, 2014Facility | Jun. 30, 2015FacilityState |
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 936 | |||
Number of states | State | 41 | |||
New Ark Investment Inc. | ||||
Capital Leased Assets [Line Items] | ||||
Cash paid for acquisition | $ | $ 529 | |||
Number of lease | 1 | |||
Number of facilities owned | 56 | 3 | ||
Master lease term | 50 years | 12 years | ||
Interest on lease per annum | 10.60% | |||
Number of licensed beds | Bed | 5,623 | |||
Number of states | State | 12 | |||
New Ark Investment Inc. | Southeast | ||||
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 39 | |||
New Ark Investment Inc. | Northwest | ||||
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 7 | |||
New Ark Investment Inc. | Texas | ||||
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 9 | |||
New Ark Investment Inc. | Indiana | ||||
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 1 | |||
Aviv | Merger Agreement | ||||
Capital Leased Assets [Line Items] | ||||
Number of states | State | 31 | |||
Aviv | Direct financing leases | Merger Agreement | ||||
Capital Leased Assets [Line Items] | ||||
Additional direct financing lease | Lease | 2 | |||
SNF's | New Ark Investment Inc. | Direct financing leases | ||||
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 55 | |||
ALFs | New Ark Investment Inc. | Direct financing leases | ||||
Capital Leased Assets [Line Items] | ||||
Number of facilities owned | 1 |
MORTGAGE NOTES RECEIVABLE (Deta
MORTGAGE NOTES RECEIVABLE (Details) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015USD ($)Mortgage | Dec. 31, 2014USD ($) | |
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 682,255 | $ 648,079 |
Allowance for loss on mortgage notes receivable | ||
Total mortgages - net | $ 682,255 | $ 648,079 |
Mortgage note due 2015; interest at 8.35% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | 6,514 | |
Total mortgages - net | $ 6,514 | |
Mortgage loans on real estate, interest rate | 8.35% | 8.35% |
Mortgage note due 2015; interest at 6.50% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 763 | |
Total mortgages - net | $ 763 | |
Mortgage loans on real estate, interest rate | 6.50% | 6.50% |
Two mortgage notes due 2018; interest at 11.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 13,652 | |
Total mortgages - net | $ 13,652 | |
Mortgage loans on real estate, interest rate | 11.00% | 11.00% |
Number of mortgage loans | Mortgage | 2 | |
Mortgage note due 2018; interest at 12.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 1,028 | |
Total mortgages - net | $ 1,028 | |
Mortgage loans on real estate, interest rate | 12.00% | 12.00% |
Mortgage note due 2020; interest at 8.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 3,974 | |
Total mortgages - net | $ 3,974 | |
Mortgage loans on real estate, interest rate | 8.00% | 8.00% |
Mortgage note due 2021; interest at 10.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 1,090 | |
Total mortgages - net | $ 1,090 | |
Mortgage loans on real estate, interest rate | 10.00% | 10.00% |
Mortgage note due 2021; interest at 10.51% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 3,194 | $ 1,326 |
Total mortgages - net | $ 3,194 | $ 1,326 |
Mortgage loans on real estate, interest rate | 10.51% | 10.51% |
Four mortgage notes due 2022; interest at 12.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 7,460 | $ 7,395 |
Total mortgages - net | $ 7,460 | $ 7,395 |
Mortgage loans on real estate, interest rate | 12.00% | 12.00% |
Number of mortgage loans | Mortgage | 4 | |
Mortgage note due 2023; interest at 9.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 5,468 | |
Total mortgages - net | $ 5,468 | |
Mortgage loans on real estate, interest rate | 9.00% | 9.00% |
Mortgage note due 2023; interest at 11.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 69,928 | $ 69,928 |
Total mortgages - net | $ 69,928 | $ 69,928 |
Mortgage loans on real estate, interest rate | 11.00% | 11.00% |
Mortgage note due 2024; interest at 9.64% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 112,500 | $ 112,500 |
Total mortgages - net | $ 112,500 | $ 112,500 |
Mortgage loans on real estate, interest rate | 9.64% | 9.64% |
Two mortgage notes due 2029; interest at 10.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 417 | |
Total mortgages - net | $ 417 | |
Mortgage loans on real estate, interest rate | 10.00% | 10.00% |
Number of mortgage loans | Mortgage | 2 | |
Mortgage note due 2029; including interest at 9.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 413,987 | $ 414,550 |
Total mortgages - net | $ 413,987 | $ 414,550 |
Mortgage loans on real estate, interest rate | 9.00% | 9.00% |
Mortgage note due 2030; interest at 10.82% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 15,780 | $ 15,880 |
Total mortgages - net | $ 15,780 | $ 15,880 |
Mortgage loans on real estate, interest rate | 10.82% | 10.82% |
Four mortgage notes due 2046; interest at 12.00% | ||
Mortgage Loans on Real Estate [Line Items] | ||
Mortgage notes receivable, gross | $ 26,500 | $ 26,500 |
Total mortgages - net | $ 26,500 | $ 26,500 |
Mortgage loans on real estate, interest rate | 12.00% | 12.00% |
Number of mortgage loans | Mortgage | 4 |
MORTGAGE NOTES RECEIVABLE - (Na
MORTGAGE NOTES RECEIVABLE - (Narrative) (Details) $ in Thousands | Apr. 01, 2015USD ($)Bed | Sep. 30, 2014USD ($)Bed | Jun. 30, 2015USD ($)FacilityStateMortgageEntity | Dec. 31, 2014USD ($) |
Mortgage Loans on Real Estate [Line Items] | ||||
Number of fixed rate mortgages | Mortgage | 23 | |||
Number of long term care facilities | Facility | 58 | |||
Number of states | State | 41 | |||
Number of mortgage notes receivable independent operating companies | Entity | 8 | |||
Mortgage notes receivable | $ 682,255 | $ 648,079 | ||
Mortgage Loans | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of states | State | 8 | |||
Tennessee | SNF's | Aviv | Mortgage Notes Due 2015 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 79 | |||
Mortgage notes receivable | $ 6,500 | |||
Percentage of interest rates | 8.35% | |||
Tennessee | SNF's | Aviv | Mortgage Notes Due 2020 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 79 | |||
Mortgage notes receivable | $ 4,000 | |||
Percentage of interest rates | 8.00% | |||
Missouri | SNF's | Aviv | Mortgage Notes Due 2015 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 32 | |||
Mortgage notes receivable | $ 6,500 | |||
Percentage of interest rates | 8.35% | |||
Missouri | SNF's | Aviv | Mortgage Notes Due 2020 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 32 | |||
Mortgage notes receivable | $ 4,000 | |||
Percentage of interest rates | 8.00% | |||
Ohio | SNF's | Aviv | Mortgage Notes Due 2018 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 100 | |||
Mortgage notes receivable | $ 12,600 | |||
Percentage of interest rates | 11.00% | |||
Percentage of increase in interest rates | 2.00% | |||
Ohio | SNF's | Aviv | Mortgage Note Due 2023 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Mortgage notes receivable | $ 5,500 | |||
Percentage of interest rates | 9.00% | |||
Michigan | SNF's | Mortgage Note Due 2021 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 120 | |||
Mortgage notes receivable | $ 3,500 | $ 1,100 | ||
Percentage of interest rates | 10.00% | |||
Percentage of increase in interest rates | 0.25% | |||
Missouri | SNF's | Aviv | Mortgage Notes Due 2020 | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
Number of beds | Bed | 49 |
OTHER INVESTMENTS (Details)
OTHER INVESTMENTS (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 82,955 | $ 48,952 |
Allowance for loss on notes receivable | ||
Total other investments | $ 82,955 | $ 48,952 |
Other investment note due 2014 | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | 1,640 | |
Other investment notes due 2015; interest at 9.50% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 341 | 891 |
Other investment notes due 2015; interest at 10.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 5,439 | $ 5,439 |
Interest rate | 10.00% | 10.00% |
Other investment note due 2016; interest at 7.25% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 884 | |
Interest rate | 7.25% | 7.25% |
Other investment note due 2016; interest at 10.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 32 | |
Interest rate | 10.00% | 10.00% |
Other investment notes due 2017; interest at 10.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 23,363 | $ 24,800 |
Interest rate | 10.00% | 10.00% |
Other investment note due 2018; interest at 10.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 179 | |
Interest rate | 10.00% | 10.00% |
Other investment note due 2020; interest at 7.50% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 4,707 | |
Interest rate | 7.50% | 7.50% |
Other investment note due 2020; interest at 8.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 656 | |
Interest rate | 8.00% | 8.00% |
Other investment note due 2021; interest at 7.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 78 | |
Interest rate | 7.00% | 7.00% |
Other investment note due 2021; interest at 11.04% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 992 | $ 1,053 |
Interest rate | 11.04% | 11.04% |
Other investment note due 2022; interest at 10.77% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 2,022 | $ 2,110 |
Interest rate | 10.77% | 10.77% |
Other investment notes due 2022; interest at 11.04% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 3,881 | $ 4,062 |
Interest rate | 11.04% | 11.04% |
Other investment note due 2023; interest at 10.00% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 1,000 | $ 1,000 |
Interest rate | 10.00% | 10.00% |
Other investment notes due 2023; interest at 10.25% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 1,117 | |
Interest rate | 10.25% | 10.25% |
Other investment notes due 2023; interest at 10.51% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 2,561 | $ 1,942 |
Interest rate | 10.51% | 10.51% |
Other investment notes due 2023; interest at 10.77% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 6,956 | $ 5,705 |
Interest rate | 10.77% | 10.77% |
Other investment notes due 2023; interest at 11.04% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 298 | $ 310 |
Interest rate | 11.04% | 11.04% |
Other investment note due 2030; interest at 6.66% | ||
Schedule of Investments [Line Items] | ||
Notes receivable, gross | $ 28,449 | |
Interest rate | 6.66% | 6.66% |
OTHER INVESTMENTS (Narrative) (
OTHER INVESTMENTS (Narrative) (Detail) - Jun. 30, 2015 - $2.5 million other investment note due 2014 - USD ($) $ in Millions | Total |
Short-term Debt [Line Items] | |
Loan amount | $ 2.5 |
Notes issued, interest rate | 6.00% |
OTHER INVESTMENTS (Narrative)54
OTHER INVESTMENTS (Narrative) (Detail 1) - Jun. 30, 2015 - Other investment note due 2030; interest at 6.66% - Aviv REIT, Inc - USD ($) $ in Millions | Total |
Short-term Debt [Line Items] | |
Other investment - fair value | $ 50 |
Interest rate | 6.66% |
ASSETS HELD FOR SALE (Details)
ASSETS HELD FOR SALE (Details) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2015USD ($)Property | Mar. 31, 2015USD ($)Property | |||
Number Of Properties | ||||
Beginning Balance | 5 | [1] | 4 | [2] |
Properties sold | (2) | |||
Properties added | 1 | 1 | ||
Ending balance | 4 | [3] | 5 | [1] |
Net Book Value | ||||
Beginning Balance | $ | $ 16,877 | [1] | $ 12,792 | [2] |
Properties sold | $ | (6,973) | |||
Properties added | $ | 5,999 | $ 4,085 | ||
Ending balance | $ | $ 15,903 | [3] | $ 16,877 | [1] |
[1] | Includes one parcel of land and four facilities. | |||
[2] | Includes one parcel of land and three facilities. | |||
[3] | Includes one parcel of land and three facilities. |
ASSETS HELD FOR SALE (Narrative
ASSETS HELD FOR SALE (Narrative) (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2015USD ($)FacilityParcel | Mar. 31, 2015USD ($)FacilityParcel | Dec. 31, 2014USD ($)FacilityParcel | Apr. 01, 2015USD ($) | [2] | ||||
Real Estate Properties [Line Items] | ||||||||
Number of parcel of land classified as held for sale | Parcel | 1 | 1 | 1 | |||||
Number of facilities held for sale | Facility | 3 | 4 | 3 | |||||
Assets held for sale | $ 15,903 | [1] | $ 16,877 | [2] | $ 12,792 | [3] | $ 16,877 | |
SNF's | ALABAMA | ||||||||
Real Estate Properties [Line Items] | ||||||||
Number of held for sale facilities | Facility | 1 | |||||||
Assets held for sale | $ 4,100 | |||||||
Facility purchased by operator | $ 9,000 | |||||||
SNF's | Pennsylvania | ||||||||
Real Estate Properties [Line Items] | ||||||||
Number of held for sale facilities | Facility | 1 | |||||||
Assets held for sale | $ 6,000 | |||||||
[1] | Includes one parcel of land and three facilities. | |||||||
[2] | Includes one parcel of land and four facilities. | |||||||
[3] | Includes one parcel of land and three facilities. |
INTANGIBLES - Summary of our in
INTANGIBLES - Summary of our intangibles (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Assets: | ||
Goodwill | $ 543,093 | |
Accumulated amortization | (13,010) | $ (12,166) |
Net intangible assets | 552,098 | 2,410 |
Liabilities: | ||
Below market lease intangibles | 83,321 | 57,054 |
Accumulated amortization | (40,327) | (36,620) |
Net intangible liabilities | 42,994 | 20,434 |
Above market lease intangibles | ||
Assets: | ||
Gross intangible assets | 21,629 | $ 14,576 |
In-place lease intangibles | ||
Assets: | ||
Gross intangible assets | $ 386 |
INTANGIBLES (Narrative) (Detail
INTANGIBLES (Narrative) (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of Intangible Assets | $ 1.7 | $ 1.3 | $ 2.9 | $ 2.6 |
Remaining six months of 2015 | 2.9 | 2.9 | ||
2,016 | 4.9 | 4.9 | ||
2,017 | 3.9 | 3.9 | ||
2,018 | 3.7 | 3.7 | ||
2,019 | $ 3.9 | $ 3.9 |
CONCENTRATION OF RISK (Narrativ
CONCENTRATION OF RISK (Narrative) (Detail) $ in Thousands | Jun. 30, 2015USD ($)FacilityStateOperator | Jan. 28, 2015Facility | Dec. 31, 2014USD ($) |
Concentration Risk [Line Items] | |||
Number of facilities owned | 936 | ||
Number of states | State | 41 | ||
Number of operators | Operator | 84 | ||
Gross investment in facilities, net of impairments and before reserve for uncollectible loans | $ | $ 7,800,000 | ||
Percentage share of real estate investments related to long-term care facilities | 99.00% | ||
Miscellaneous investments, net | $ | $ 82,955 | $ 48,952 | |
Ohio | |||
Concentration Risk [Line Items] | |||
Concentration percent by state | 10.00% | ||
Texas | |||
Concentration Risk [Line Items] | |||
Concentration percent by state | 9.00% | ||
Florida | |||
Concentration Risk [Line Items] | |||
Concentration percent by state | 8.00% | ||
SNF's | |||
Concentration Risk [Line Items] | |||
Number of facilities owned | 775 | 1 | |
Number of facilities held-for-sale/closed | 5 | ||
Number of facilities under fixed rate mortgage loan | 56 | ||
ALFs | |||
Concentration Risk [Line Items] | |||
Number of facilities owned | 81 | ||
Number of facilities under fixed rate mortgage loan | 2 | ||
Specialty facilities | |||
Concentration Risk [Line Items] | |||
Number of facilities owned | 16 | ||
Medical office building | |||
Concentration Risk [Line Items] | |||
Number of facilities owned | 1 |
DIVIDENDS AND EQUITY (Narrative
DIVIDENDS AND EQUITY (Narrative) (Detail) - $ / shares | Jul. 15, 2015 | Apr. 15, 2015 | Mar. 05, 2015 | Jan. 14, 2015 | Jun. 30, 2015 |
Dividends [Line Items] | |||||
Cash dividends paid on common stock | $ 1.07 | ||||
Dividend Declared | |||||
Dividends [Line Items] | |||||
Common stock dividend payable, per share | $ 0.54 | $ 0.54 | $ 0.53 | ||
Nature of common stock dividend payable | Quarterly | Quarterly | Quarterly | ||
Increase in quarterly common dividend, per share | $ 0.01 | $ 0.01 | $ 0.01 | ||
Dividends declared, date of declaration | Jan. 14, 2015 | ||||
Dividends declared, date of payment | Feb. 16, 2015 | ||||
Dividends declared, date of record | Feb. 2, 2015 | ||||
Subsequent Event | Dividend Declared | |||||
Dividends [Line Items] | |||||
Common stock dividend payable, per share | $ 0.55 | ||||
Nature of common stock dividend payable | Quarterly | ||||
Increase in quarterly common dividend, per share | $ 0.01 | ||||
Dividends declared, date of declaration | Jul. 15, 2015 | ||||
Dividends declared, date of payment | Aug. 17, 2015 | ||||
Dividends declared, date of record | Jul. 31, 2015 | ||||
Aviv REIT, Inc | Dividend Declared | |||||
Dividends [Line Items] | |||||
Common stock dividend payable, per share | $ 0.18 | $ 0.36 | |||
Dividends declared, date of declaration | Apr. 15, 2015 | Mar. 5, 2015 | |||
Dividends declared, date of payment | May 15, 2015 | Apr. 7, 2015 | |||
Dividends declared, date of record | Apr. 30, 2015 | Mar. 31, 2015 |
DIVIDENDS AND EQUITY (Narrati61
DIVIDENDS AND EQUITY (Narrative) (Detail 1) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 09, 2015 | Jun. 30, 2015 | Jun. 30, 2015 | Mar. 27, 2015 | Mar. 26, 2015 | Dec. 31, 2014 |
Dividends [Abstract] | ||||||
Capital stock, shares authorized | 370,000 | 220,000 | ||||
Common stock, shares authorized | 350,000 | 350,000 | 350,000 | 200,000 | 200,000 | |
Shares of common stock issued in an underwritten public offering | 10,925 | 10,925 | ||||
Common stock, price per share | $ 42 | $ 40.32 | $ 40.32 | |||
Proceeds from shares of common stock issued in an underwritten public offering | $ 440,000 | $ 440,036 | ||||
Shares issued under dividend reinvestment and common stock purchase program | 700 | 813 | ||||
Dividend reinvestment plan, shares issued, price per share | $ 36.46 | $ 37.07 | ||||
Net proceeds from shares issued under Dividend Reinvestment and Common Stock Purchase Program | $ 24,700 | $ 30,111 |
TAXES (Narrative) (Detail)
TAXES (Narrative) (Detail) $ in Millions | 6 Months Ended | |
Jun. 30, 2015USD ($) | May. 01, 2015Care_HomeEntity | |
Income Tax Disclosure [Abstract] | ||
Permitted ownership of a taxable REIT subsidiary ("TRS"), maximum percentage | 100.00% | |
Net operating loss carry-forward | $ 1 | |
Legal entities acquired for United Kingdom taxes | 82 | |
Temporary tax basis difference | 16 | |
State and local income tax provision | 0.4 | |
Provision for foreign income taxes | $ 0.2 | |
Care Homes | ||
Taxes [Line Items] | ||
Number of legal entities | Entity | 10 | |
Number of care homes located in the United Kingdom | Care_Home | 23 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | ||||
Stock-based compensation expense | $ 2,873 | $ 2,285 | $ 4,483 | $ 4,548 |
STOCK-BASED COMPENSATION (Det64
STOCK-BASED COMPENSATION (Details 1) | Jun. 30, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 1,579,711 |
Restricted stock units ("RSUs") | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 537,753 |
Restricted stock units ("RSUs") | 12 /31/2013 RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 213,741 |
Restricted stock units ("RSUs") | 1 /1/2014 RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 122,137 |
Restricted stock units ("RSUs") | 3 /31/2015 RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 123,693 |
Restricted stock units ("RSUs") | 4 /1/2015 RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 39,914 |
Restricted stock units ("RSUs") | 4 /1/2015 Assumed RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 10,644 |
Restricted stock units ("RSUs") | 4 /1/2015 Assumed RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 19,825 |
Restricted stock units ("RSUs") | 4 /1/2015 Assumed Multi-year RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares granted | 7,799 |
STOCK-BASED COMPENSATION (Det65
STOCK-BASED COMPENSATION (Details 2) - Jun. 30, 2015 - shares | Total | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares granted | 1,579,711 | |
Performance restricted stock units ("PRSUs") | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares granted | 913,528 | |
Performance restricted stock units ("PRSUs") | 2013 Multi-Year TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Jan. 1, 2011 | |
Number of shares granted | 279,552 | |
Performance Period | [1] | 12/31/2011-12/31/2013 |
Performance restricted stock units ("PRSUs") | 2014 Transition TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Dec. 31, 2013 | |
Number of shares granted | 77,371 | |
Performance Period | [1] | 12/31/2013-12/31/2014 |
Performance restricted stock units ("PRSUs") | 2015 Transition TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Dec. 31, 2013 | |
Number of shares granted | 77,369 | |
Performance Period | [1] | 12/31/2013-12/31/2015 |
Performance restricted stock units ("PRSUs") | 2016 Transition TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Dec. 31, 2013 | |
Number of shares granted | 115,785 | |
Performance Period | [1] | 12/31/2013-12/31/2016 |
Performance restricted stock units ("PRSUs") | 2016 TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Jan. 1, 2014 | |
Number of shares granted | 154,584 | |
Performance Period | [1] | 1/1/2014-12/31/2016 |
Performance restricted stock units ("PRSUs") | 2017 LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Mar. 31, 2015 | |
Number of shares granted | 154,716 | |
Performance Period | [1] | 1/1/2015-12/31/2017 |
Performance restricted stock units ("PRSUs") | 2017 LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Date | Apr. 1, 2015 | |
Number of shares granted | 54,151 | |
Performance Period | [1] | 1/1/2015-12/31/2017 |
[1] | The performance period is the period indicated. |
STOCK-BASED COMPENSATION (Det66
STOCK-BASED COMPENSATION (Details 3) - Jun. 30, 2015 - shares | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 1,579,711 |
Performance restricted stock units ("PRSUs") | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 913,528 |
Performance restricted stock units ("PRSUs") | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 727,154 |
Performance restricted stock units ("PRSUs") | 2013 Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Jan. 1, 2011 |
PRSUs Granted | 93,183 |
Performance Period | 12/31/2011-12/31/2013 |
Performance restricted stock units ("PRSUs") | 2014 Transition Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Dec. 31, 2013 |
PRSUs Granted | 77,371 |
Performance Period | 12/31/2013-12/31/2014 |
Performance restricted stock units ("PRSUs") | 2015 Transition Relative TSR | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 77,368 |
Performance restricted stock units ("PRSUs") | 2015 Transition Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Dec. 31, 2013 |
PRSUs Granted | 77,368 |
Performance Period | 12/31/2013-12/31/2015 |
Performance restricted stock units ("PRSUs") | 2016 Transition Relative TSR | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 115,781 |
Performance restricted stock units ("PRSUs") | 2016 Transition Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Dec. 31, 2013 |
PRSUs Granted | 115,781 |
Performance Period | 12/31/2013-12/31/2016 |
Performance restricted stock units ("PRSUs") | 2016 Relative TSR | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 154,584 |
Performance restricted stock units ("PRSUs") | 2016 Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Jan. 1, 2014 |
PRSUs Granted | 154,584 |
Performance Period | 1/1/2014-12/31/2016 |
Performance restricted stock units ("PRSUs") | 2017 Relative TSR | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 154,716 |
Performance restricted stock units ("PRSUs") | 2017 Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Mar. 31, 2015 |
PRSUs Granted | 154,716 |
Performance Period | 1/1/2015-12/31/2017 |
Performance restricted stock units ("PRSUs") | 2017 Relative TSR | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
PRSUs Granted | 54,151 |
Performance restricted stock units ("PRSUs") | 2017 Relative TSR | Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Date | Apr. 1, 2015 |
PRSUs Granted | 54,151 |
Performance Period | 1/1/2015-12/31/2017 |
STOCK-BASED COMPENSATION (Det67
STOCK-BASED COMPENSATION (Detail 4) - Jun. 30, 2015 - USD ($) $ / shares in Units, $ in Millions | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares/Units | 1,579,711 |
Grant Date Average Fair Value Per Unit/ Share | $ 19.63 |
Total Compensation Cost | $ 30.9 |
Unrecognized Compensation Cost | $ 22.9 |
Restricted stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,013 |
Shares/Units | 142,494 |
Grant Date Average Fair Value Per Unit/ Share | $ 29.80 |
Total Compensation Cost | $ 4.2 |
Weighted Average Period of Expense Recognition | 36 months |
Unrecognized Compensation Cost | $ 3.2 |
Restricted stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,014 |
Shares/Units | 122,137 |
Grant Date Average Fair Value Per Unit/ Share | $ 29.80 |
Total Compensation Cost | $ 3.6 |
Weighted Average Period of Expense Recognition | 36 months |
Unrecognized Compensation Cost | $ 1.8 |
Performance restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares/Units | 913,528 |
Performance restricted stock units | 2014 Transition TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares/Units | 77,371 |
Performance restricted stock units | 2015 Transition TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,013 |
Shares/Units | 77,369 |
Grant Date Average Fair Value Per Unit/ Share | $ 7.48 |
Total Compensation Cost | $ 0.6 |
Weighted Average Period of Expense Recognition | 24 months |
Unrecognized Compensation Cost | $ 0.1 |
Performance restricted stock units | 2016 Transition TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,013 |
Shares/Units | 115,785 |
Grant Date Average Fair Value Per Unit/ Share | $ 8.67 |
Total Compensation Cost | $ 1 |
Weighted Average Period of Expense Recognition | 36 months |
Unrecognized Compensation Cost | $ 0.5 |
Performance restricted stock units | 2015 Transition Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,013 |
Shares/Units | 77,368 |
Grant Date Average Fair Value Per Unit/ Share | $ 13.06 |
Total Compensation Cost | $ 1 |
Weighted Average Period of Expense Recognition | 24 months |
Unrecognized Compensation Cost | $ 0.3 |
Performance restricted stock units | 2016 Transition Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,013 |
Shares/Units | 115,781 |
Grant Date Average Fair Value Per Unit/ Share | $ 14.25 |
Total Compensation Cost | $ 1.7 |
Weighted Average Period of Expense Recognition | 36 months |
Unrecognized Compensation Cost | $ 0.8 |
Performance restricted stock units | 2016 TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,014 |
Shares/Units | 154,584 |
Grant Date Average Fair Value Per Unit/ Share | $ 8.67 |
Total Compensation Cost | $ 1.3 |
Weighted Average Period of Expense Recognition | 48 months |
Unrecognized Compensation Cost | $ 0.8 |
Performance restricted stock units | 2016 Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,014 |
Shares/Units | 154,584 |
Grant Date Average Fair Value Per Unit/ Share | $ 14.25 |
Total Compensation Cost | $ 2.2 |
Weighted Average Period of Expense Recognition | 48 months |
Unrecognized Compensation Cost | $ 1.4 |
Performance restricted stock units | 2017 LTIPs Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 154,716 |
Grant Date Average Fair Value Per Unit/ Share | $ 14.66 |
Total Compensation Cost | $ 2.3 |
Weighted Average Period of Expense Recognition | 45 months |
Unrecognized Compensation Cost | $ 2.1 |
Performance restricted stock units | 2017 Relative TSR PRSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 154,716 |
Grant Date Average Fair Value Per Unit/ Share | $ 22.50 |
Total Compensation Cost | $ 3.5 |
Weighted Average Period of Expense Recognition | 45 months |
Unrecognized Compensation Cost | $ 3.2 |
Performance restricted stock units | 2017 LTIP Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 54,151 |
Grant Date Average Fair Value Per Unit/ Share | $ 14.45 |
Total Compensation Cost | $ 0.8 |
Weighted Average Period of Expense Recognition | 45 months |
Unrecognized Compensation Cost | $ 0.7 |
Performance restricted stock units | 2017 Relative TSR | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 54,151 |
Grant Date Average Fair Value Per Unit/ Share | $ 22.91 |
Total Compensation Cost | $ 1.2 |
Weighted Average Period of Expense Recognition | 45 months |
Unrecognized Compensation Cost | $ 1.2 |
2017 Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 123,693 |
Grant Date Average Fair Value Per Unit/ Share | $ 40.57 |
Total Compensation Cost | $ 5 |
Weighted Average Period of Expense Recognition | 33 months |
Unrecognized Compensation Cost | $ 4.6 |
2017 Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 39,914 |
Grant Date Average Fair Value Per Unit/ Share | $ 40.74 |
Total Compensation Cost | $ 1.6 |
Weighted Average Period of Expense Recognition | 33 months |
Unrecognized Compensation Cost | $ 1.5 |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 10,644 |
Grant Date Average Fair Value Per Unit/ Share | $ 12.36 |
Total Compensation Cost | $ 0.1 |
Weighted Average Period of Expense Recognition | 9 months |
Unrecognized Compensation Cost | $ 0.1 |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 19,825 |
Grant Date Average Fair Value Per Unit/ Share | $ 24.92 |
Total Compensation Cost | $ 0.5 |
Weighted Average Period of Expense Recognition | 21 months |
Unrecognized Compensation Cost | $ 0.4 |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant Year | 2,015 |
Shares/Units | 7,799 |
Grant Date Average Fair Value Per Unit/ Share | $ 35.08 |
Total Compensation Cost | $ 0.3 |
Weighted Average Period of Expense Recognition | 33 months |
Unrecognized Compensation Cost | $ 0.2 |
STOCK-BASED COMPENSATION (Narra
STOCK-BASED COMPENSATION (Narrative) (Detail) | 12 Months Ended |
Dec. 31, 2014shares | |
RSUs | December 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of stock vested | 71,247 |
STOCK-BASED COMPENSATION (Nar69
STOCK-BASED COMPENSATION (Narrative) (Detail 1) - shares | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Jan. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Performance restricted stock units ("PRSUs") | 2013 Multi-Year TSR | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock awards, vesting percent | 25.00% | ||
Performance restricted stock units ("PRSUs") | 2013 Relative TSR | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock awards, vesting percent | 25.00% | ||
Restricted stock units ("RSUs") | 2014 Transition Relative TSR PRSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of stock vested | 61,769 |
STOCK-BASED COMPENSATION (Nar70
STOCK-BASED COMPENSATION (Narrative) (Detail 2) - Jun. 30, 2015 - USD ($) $ in Millions | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of restricted stock outstanding | 1,579,711 |
Unrecognized compensation Cost | $ 22.9 |
Restricted stock | Directors | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares of restricted stock outstanding | 23,649 |
Vesting period, years | 3 years |
Unrecognized compensation Cost | $ 0.4 |
BORROWING ACTIVITIES AND ARRA71
BORROWING ACTIVITIES AND ARRANGEMENTS - Long-term borrowings (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||||||
Jun. 30, 2015 | Jun. 17, 2015 | Apr. 01, 2015 | Mar. 18, 2015 | Mar. 13, 2015 | Dec. 31, 2014 | ||
Secured borrowings: | |||||||
HUD debt | $ 263,068 | $ 251,454 | |||||
Unsecured borrowings: | |||||||
Revolving line of credit | 351,000 | 85,000 | |||||
Term loan | 500,000 | 200,000 | |||||
Revolving line of credit including term loan | 851,000 | 285,000 | |||||
Total - net | $ 3,447,924 | $ 2,378,503 | |||||
Secured borrowings | GE Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,019 | ||||||
Rate | 4.00% | ||||||
Unsecured borrowings: | |||||||
Term loan | $ 180,000 | $ 180,000 | |||||
Secured borrowings | HUD mortgages assumed June 2010 | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | [1] | 2040 - 2045 | |||||
Rate | [1] | ||||||
Secured borrowings: | |||||||
Long-term borrowing amount, secured borrowings | [1] | $ 126,319 | |||||
Secured borrowings | HUD mortgages assumed October 2011 | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | [1] | 2,036 | |||||
Rate | [1] | 4.91% | |||||
Secured borrowings: | |||||||
Long-term borrowing amount, secured borrowings | [1] | $ 26,253 | 26,658 | ||||
Secured borrowings | HUD mortgages assumed December 2011 | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | [1] | 2,044 | |||||
Rate | [1] | 3.06% | |||||
Secured borrowings: | |||||||
Long-term borrowing amount, secured borrowings | [1] | $ 56,815 | 57,416 | ||||
Secured borrowings | HUD mortgages assumed December 2012 | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | [1] | 2,041 | |||||
Rate | [1] | ||||||
Secured borrowings: | |||||||
Long-term borrowing amount, secured borrowings | [1] | 41,061 | |||||
Unsecured borrowings | |||||||
Unsecured borrowings: | |||||||
Unsecured borrowing | $ 2,345,679 | 1,845,747 | |||||
Discount - net | (11,823) | (3,698) | |||||
Total unsecured borrowings | $ 3,184,856 | 2,127,049 | |||||
Unsecured borrowings | Revolving line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,018 | ||||||
Rate | 1.48% | ||||||
Unsecured borrowings: | |||||||
Revolving line of credit | $ 351,000 | 85,000 | |||||
Unsecured borrowings | Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,019 | ||||||
Rate | 1.69% | ||||||
Unsecured borrowings: | |||||||
Term loan | $ 200,000 | 200,000 | |||||
Unsecured borrowings | Acquisition Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,017 | ||||||
Rate | 1.68% | ||||||
Unsecured borrowings: | |||||||
Term loan | $ 200,000 | ||||||
Unsecured borrowings | Omega OP Term loan | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,017 | ||||||
Rate | 1.68% | ||||||
Unsecured borrowings: | |||||||
Term loan | $ 100,000 | ||||||
Unsecured borrowings | 2020 notes | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,020 | ||||||
Rate | 7.50% | ||||||
Unsecured borrowings: | |||||||
Senior notes outstanding | 200,000 | ||||||
Unsecured borrowings | 2022 notes | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,022 | ||||||
Rate | 6.75% | ||||||
Unsecured borrowings: | |||||||
Senior notes outstanding | $ 575,000 | 575,000 | |||||
Unsecured borrowings | 2024 notes | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,024 | ||||||
Rate | 5.875% | ||||||
Unsecured borrowings: | |||||||
Senior notes outstanding | $ 400,000 | 400,000 | |||||
Unsecured borrowings | 2024 notes | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,024 | ||||||
Rate | 4.95% | ||||||
Unsecured borrowings: | |||||||
Senior notes outstanding | $ 400,000 | 400,000 | |||||
Unsecured borrowings | 2025 notes | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,025 | ||||||
Rate | 4.50% | 4.50% | |||||
Unsecured borrowings: | |||||||
Senior notes outstanding | $ 250,000 | $ 250,000 | $ 250,000 | ||||
Unsecured borrowings | 2027 notes | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,027 | ||||||
Rate | 4.50% | 4.50% | |||||
Unsecured borrowings: | |||||||
Senior notes outstanding | $ 700,000 | $ 700,000 | |||||
Unsecured borrowings | Subordinated debt | |||||||
Debt Instrument [Line Items] | |||||||
Maturity | 2,021 | ||||||
Rate | 9.00% | ||||||
Unsecured borrowings: | |||||||
Subordinated debt | $ 20,679 | $ 20,747 | |||||
[1] | The performance period is the period indicated. |
BORROWING ACTIVITIES AND ARRA72
BORROWING ACTIVITIES AND ARRANGEMENTS - Long-term borrowings (Parentheticals) (Detail) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Excluded percentage of third party administration fee | 0.50% |
BORROWING ACTIVITIES AND ARRA73
BORROWING ACTIVITIES AND ARRANGEMENTS (Narrative) (Detail) - HUD $ in Millions | Mar. 31, 2015USD ($)Mortgage | Apr. 30, 2015USD ($)Mortgage |
Debt Instrument [Line Items] | ||
Number of HUD mortgages | Mortgage | 21 | 1 |
Payment to retire HUD mortgages | $ 154.3 | $ 9.1 |
Total HUD mortgage loans principal payoff | 146.9 | |
Gain on extinguishment of the debt | 2.3 | 1 |
Write-off of premium recorded at time of acquisition | 9.7 | 1.5 |
Prepayment fees | $ 7.4 | $ 0.5 |
Hud interest rate 5.35% | ||
Debt Instrument [Line Items] | ||
Number of mortgage loans | Mortgage | 18 | |
Notes issued, interest rate | 5.35% | |
Lease expiration period | January 2040 and January 2045 | |
Hud interest rate 5.23% | ||
Debt Instrument [Line Items] | ||
Number of mortgage loans | Mortgage | 3 | |
Notes issued, interest rate | 5.23% | |
Lease expiration period | February 2040 and February 2045 | |
Hud interest rate 4.35% | ||
Debt Instrument [Line Items] | ||
Notes issued, interest rate | 4.35% | |
Lease expiration period | March 1, 2041 |
BORROWING ACTIVITIES AND ARRA74
BORROWING ACTIVITIES AND ARRANGEMENTS (Narrative) (Detail 1) - USD ($) $ in Thousands | Apr. 01, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Term loan | $ 500,000 | $ 200,000 | |
Secured Borrowings | GE Term loan | |||
Debt Instrument [Line Items] | |||
Term loan | $ 180,000 | $ 180,000 | |
Debt Instrument, Maturity Date, Description | 2,019 | ||
Rate | 4.00% | ||
Description of variable rate basis | The interest rate is based on LIBOR, with a floor of 50 basis points, plus a margin of 350 basis points. | ||
LIBOR plus an applicable percentage | 0.50% |
BORROWING ACTIVITIES AND ARRA75
BORROWING ACTIVITIES AND ARRANGEMENTS (Narrative) (Detail 2) - USD ($) $ in Thousands | Apr. 01, 2015 | Mar. 18, 2015 | Jun. 30, 2015 | Jun. 17, 2015 | Dec. 31, 2014 | Jun. 27, 2014 |
Borrowing Arrangements [Line Items] | ||||||
Term loan | $ 500,000 | $ 200,000 | ||||
Revolving line of credit | 351,000 | 85,000 | ||||
Acquisition Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Term loan | $ 200,000 | |||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.50% | |||||
Credit facility, description of variable rate basis | The Acquisition Term Loan Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 195 basis points) based on our ratings from Standard & Poor's, Moody's and/or Fitch Ratings. | |||||
Debt maturity date | Jun. 27, 2017 | |||||
Omega OP Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Term loan | $ 100,000 | $ 100,000 | ||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.50% | |||||
Credit facility, description of variable rate basis | The Omega OP Term Loan Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 195 basis points) based on our ratings from Standard & Poor's, Moody's and/or Fitch Ratings. | |||||
Debt maturity date | Jun. 27, 2017 | |||||
Minimum | Acquisition Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.00% | |||||
Minimum | Omega OP Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.00% | |||||
Maximum | Acquisition Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.95% | |||||
Maximum | Omega OP Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.95% | |||||
Senior unsecured revolving credit facility | Omega Credit Agreement | ||||||
Borrowing Arrangements [Line Items] | ||||||
Credit facility, borrowing capacity | $ 1,000,000 | |||||
Senior unsecured revolving credit facility | First Amendment to Omega Credit Agreement | ||||||
Borrowing Arrangements [Line Items] | ||||||
Credit facility, borrowing capacity | 1,250,000 | |||||
Senior unsecured revolving credit facility | First Amendment to Omega Credit Agreement | Acquisition Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Term loan, borrowing capacity | $ 200,000 | |||||
Unsecured borrowings | ||||||
Borrowing Arrangements [Line Items] | ||||||
Credit facility, borrowing capacity | $ 1,200,000 | |||||
Unsecured borrowings | Senior unsecured revolving credit facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Credit facility, borrowing capacity | $ 351,000 | 1,000,000 | ||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.30% | |||||
Credit facility, description of variable rate basis | The Revolving Credit Facility is priced at LIBOR plus an applicable percentage (beginning at 130 basis points, with a range of 92.5 to 170 basis points) based on our ratings from Standard & Poor's, Moody's and/or Fitch Ratings | |||||
Facility fee, basis spread on variable rate | 0.25% | |||||
Facility fee, description of variable rate basis | facility fee based on the same ratings (initially 25 basis points, with a range of 12.5 to 30 basis points) | |||||
Debt maturity date | Jun. 27, 2018 | |||||
Unsecured borrowings | Senior unsecured revolving credit facility | Minimum | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 0.0925% | |||||
Facility fee, basis spread on variable rate | 0.125% | |||||
Unsecured borrowings | Senior unsecured revolving credit facility | Maximum | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.70% | |||||
Facility fee, basis spread on variable rate | 0.30% | |||||
Unsecured borrowings | Term Loan Facility | ||||||
Borrowing Arrangements [Line Items] | ||||||
Credit facility, borrowing capacity | $ 200,000 | |||||
Term loan | $ 200,000 | |||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.50% | |||||
Credit facility, description of variable rate basis | The Term Loan Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 195 basis points) based on our ratings from Standard & Poor's, Moody's and/or Fitch Ratings. | |||||
Debt maturity date | Jun. 27, 2019 | |||||
Unsecured borrowings | Term Loan Facility | Minimum | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.00% | |||||
Unsecured borrowings | Term Loan Facility | Maximum | ||||||
Borrowing Arrangements [Line Items] | ||||||
Pricing of credit facility at LIBOR plus an applicable percentage | 1.95% | |||||
Unsecured borrowings | 2025 notes | ||||||
Borrowing Arrangements [Line Items] | ||||||
Rate | 4.50% | 4.50% | ||||
Senior notes, principal amount | $ 250,000 | $ 250,000 | $ 250,000 | |||
Unsecured borrowings | 2027 notes | ||||||
Borrowing Arrangements [Line Items] | ||||||
Rate | 4.50% | 4.50% | ||||
Senior notes, principal amount | $ 700,000 | $ 700,000 | ||||
Redemption price percentage specified on principal amount | 100.00% | |||||
Debt maturity date | Apr. 1, 2027 | |||||
Debt instrument, issuance price, percentage of principal amount issued | 98.546% | |||||
Net proceeds from issuance of debt, after deducting initial purchasers' discounts | $ 683,000 | |||||
Minimum borrowing required to be fully guaranteed | $ 50,000 |
BORROWING ACTIVITIES AND ARRA76
BORROWING ACTIVITIES AND ARRANGEMENTS (Narrative) (Detail 3) - USD ($) $ in Thousands | Mar. 13, 2015 | Mar. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 |
Debt Instrument [Line Items] | ||||
Net proceeds from issuance of common stock | $ 440,036 | $ 57,152 | ||
Unsecured borrowings | 7.50% notes due 2020 | ||||
Debt Instrument [Line Items] | ||||
Rate | 7.50% | |||
Redemption price, percentage | 103.75% | |||
Redemption price | $ 208,700 | |||
Redemption related costs and write-offs | $ 11,700 | |||
Redemption prepayment fee | 7,500 | |||
Write off deferred financing and discount costs | 4,200 | |||
Net proceeds from issuance of common stock | $ 10,925 |
BORROWING ACTIVITIES AND ARRA77
BORROWING ACTIVITIES AND ARRANGEMENTS (Narrative) (Details 4) - USD ($) $ in Thousands | Apr. 01, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | |||
Revolving line of credit | $ 351,000 | $ 85,000 | |
Aviv REIT, Inc | Note Payable | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 650,000 | ||
Early repayment of debt | 705,600 | ||
Aviv REIT, Inc | Revolving line of credit | |||
Debt Instrument [Line Items] | |||
Revolving line of credit | $ 525,000 |
FINANCIAL INSTRUMENTS (Detail)
FINANCIAL INSTRUMENTS (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Assets: | ||||
Cash and cash equivalents | $ 25,154 | $ 4,489 | $ 28,689 | $ 2,616 |
Restricted cash | 21,545 | 29,076 | ||
Investments in direct financing leases | 571,377 | 539,232 | ||
Mortgage notes receivable - net | 682,255 | 648,079 | ||
Other investments - net | 82,955 | 48,952 | ||
Liabilities: | ||||
Revolving line of credit | 351,000 | 85,000 | ||
Term loans | 500,000 | 200,000 | ||
Secured borrowings | 263,068 | 251,454 | ||
Carrying Amount | ||||
Assets: | ||||
Cash and cash equivalents | 25,154 | 4,489 | ||
Restricted cash | 21,545 | 29,076 | ||
Investments in direct financing leases | 571,377 | 539,232 | ||
Mortgage notes receivable - net | 682,255 | 648,079 | ||
Other investments - net | 82,955 | 48,952 | ||
Totals | 1,383,286 | 1,269,828 | ||
Liabilities: | ||||
Revolving line of credit | 351,000 | 85,000 | ||
Term loans | 200,000 | $ 200,000 | ||
Acquisition Term loan | 200,000 | |||
Omega OP Term loan | 100,000 | |||
GE Term loan due 2019 | 180,000 | |||
Secured borrowings | 83,068 | $ 251,454 | ||
Subordinated debt | 20,679 | 20,747 | ||
Totals | $ 3,447,924 | 2,378,503 | ||
Carrying Amount | 7.50% notes due 2020 | ||||
Liabilities: | ||||
Notes Payable | 198,235 | |||
Carrying Amount | 6.75% notes due 2022 | ||||
Liabilities: | ||||
Notes Payable | $ 580,063 | 580,410 | ||
Carrying Amount | 5.875% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 400,000 | 400,000 | ||
Carrying Amount | 4.95% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 395,051 | 394,768 | ||
Carrying Amount | 4.50% notes due 2025 | ||||
Liabilities: | ||||
Notes Payable | 247,994 | $ 247,889 | ||
Carrying Amount | 4.50% notes due 2027 | ||||
Liabilities: | ||||
Notes Payable | 690,069 | |||
Fair Value | ||||
Assets: | ||||
Cash and cash equivalents | 25,154 | $ 4,489 | ||
Restricted cash | 21,545 | 29,076 | ||
Investments in direct financing leases | 571,377 | 539,232 | ||
Mortgage notes receivable - net | 681,084 | 642,626 | ||
Other investments - net | 83,973 | 49,513 | ||
Totals | 1,383,133 | 1,264,936 | ||
Liabilities: | ||||
Revolving line of credit | 351,000 | 85,000 | ||
Term loans | 200,000 | $ 200,000 | ||
Acquisition Term loan | 200,000 | |||
Omega OP Term loan | 100,000 | |||
GE Term loan due 2019 | 180,000 | |||
Secured borrowings | 81,657 | $ 266,434 | ||
Subordinated debt | 29,119 | 26,434 | ||
Totals | $ 3,729,921 | 2,623,641 | ||
Fair Value | 7.50% notes due 2020 | ||||
Liabilities: | ||||
Notes Payable | 264,269 | |||
Fair Value | 6.75% notes due 2022 | ||||
Liabilities: | ||||
Notes Payable | $ 783,598 | 677,851 | ||
Fair Value | 5.875% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 470,977 | 449,242 | ||
Fair Value | 4.95% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 408,036 | 410,358 | ||
Fair Value | 4.50% notes due 2025 | ||||
Liabilities: | ||||
Notes Payable | 250,275 | $ 244,053 | ||
Fair Value | 4.50% notes due 2027 | ||||
Liabilities: | ||||
Notes Payable | $ 675,259 |
FINANCIAL INSTRUMENTS (Parenthe
FINANCIAL INSTRUMENTS (Parentheticals) (Detail) | Jun. 30, 2015 |
7.50% notes due 2020 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 7.50% |
6.75% notes due 2022 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 6.75% |
5.875% notes due 2024 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 5.875% |
4.95% notes due 2024 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 4.95% |
4.50% notes due 2025 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 4.50% |
4.50% notes due 2027 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 4.50% |
LITIGATION (Narrative) (Details
LITIGATION (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2015Class_actions | |
Commitments and Contingencies Disclosure [Abstract] | |
Number of class actions filed by purported stockholders | 4 |
EARNINGS PER SHARE (Detail)
EARNINGS PER SHARE (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net income | $ 43,466 | $ 46,817 | $ 86,518 | $ 102,646 |
Less: Net income attributable to noncontrolling interests | (2,038) | (2,038) | ||
Net income available to common stockholders | $ 41,428 | $ 46,817 | $ 84,480 | $ 102,646 |
Denominator: | ||||
Denominator for basic earnings per share | 182,697 | 126,474 | 158,521 | 125,467 |
Effect of dilutive securities: | ||||
Common stock equivalents | 2,796 | 962 | 1,628 | 663 |
Noncontrolling interest - OP units | 8,989 | 4,495 | ||
Denominator for diluted earnings per share | 194,482 | 127,436 | 164,644 | 126,130 |
Earnings per share - basic: | ||||
Net income available to common stockholders (in dollars per share) | $ 0.23 | $ 0.37 | $ 0.53 | $ 0.82 |
Earnings per share - diluted: | ||||
Net income (in dollars per share) | $ 0.22 | $ 0.37 | $ 0.53 | $ 0.81 |
CONSOLIDATING FINANCIAL STATE82
CONSOLIDATING FINANCIAL STATEMENTS (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Real estate properties | ||||
Land and buildings | $ 6,513,674 | $ 3,223,785 | ||
Less accumulated depreciation | (898,734) | (821,712) | ||
Real estate properties - net | 5,614,940 | 2,402,073 | ||
Investments in direct financing leases | 571,377 | 539,232 | ||
Mortgage notes receivable | 682,255 | 648,079 | ||
Real estate properties, total | 6,868,572 | 3,589,384 | ||
Other investments | 82,955 | 48,952 | ||
Total investments held, continuing operations | 6,951,527 | 3,638,336 | ||
Assets held for sale - net | 15,903 | 12,792 | ||
Total investments | 6,967,430 | 3,651,128 | ||
Cash and cash equivalents | 25,154 | 4,489 | $ 28,689 | $ 2,616 |
Restricted cash | 21,545 | 29,076 | ||
Accounts receivable - net | 189,037 | $ 168,176 | ||
Goodwill | $ 543,093 | |||
Investment in affiliates | ||||
Intercompany receivable | ||||
Other assets | $ 67,417 | $ 68,776 | ||
Total assets | 7,813,676 | 3,921,645 | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | 351,000 | 85,000 | ||
Term loan | 500,000 | 200,000 | ||
Secured borrowings | 263,068 | 251,454 | ||
Unsecured borrowings - net | 2,333,856 | 1,842,049 | ||
Accrued expenses and other liabilities | 271,584 | $ 141,815 | ||
Deferred income taxes | 16,852 | |||
Total liabilities | 3,736,360 | $ 2,520,318 | ||
Equity: | ||||
Common stock | $ 18,332 | 12,761 | ||
Equity investment in affiliates | ||||
Common stock - additional paid-in-capital | $ 4,503,180 | 2,136,234 | ||
Cumulative net earnings | 1,232,478 | 1,147,998 | ||
Cumulative dividends paid | (2,047,257) | $ (1,895,666) | ||
Accumulated other comprehensive income | 2,839 | |||
Total stockholders' equity | 3,709,572 | $ 1,401,327 | ||
Noncontrolling interest | 367,744 | |||
Total equity | 4,077,316 | 1,401,327 | ||
Total liabilities and equity | 7,813,676 | 3,921,645 | ||
Issuer & Subsidiary Guarantors | ||||
Real estate properties | ||||
Land and buildings | 6,216,154 | 3,108,597 | ||
Less accumulated depreciation | (879,004) | (805,679) | ||
Real estate properties - net | 5,337,150 | 2,302,918 | ||
Investments in direct financing leases | 571,377 | 539,232 | ||
Mortgage notes receivable | 682,255 | 648,079 | ||
Real estate properties, total | 6,590,782 | 3,490,229 | ||
Other investments | 82,955 | 48,952 | ||
Total investments held, continuing operations | 6,673,737 | 3,539,181 | ||
Assets held for sale - net | 15,903 | 12,792 | ||
Total investments | 6,689,640 | 3,551,973 | ||
Cash and cash equivalents | 22,916 | 4,489 | $ 28,689 | $ 2,616 |
Restricted cash | 7,056 | 15,143 | ||
Accounts receivable - net | 183,681 | 163,610 | ||
Goodwill | 526,807 | |||
Investment in affiliates | $ 186,316 | $ 7,941 | ||
Intercompany receivable | ||||
Other assets | $ 60,309 | $ 60,820 | ||
Total assets | 7,676,725 | 3,803,976 | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | 351,000 | 85,000 | ||
Term loan | 500,000 | 200,000 | ||
Secured borrowings | 180,000 | 167,379 | ||
Unsecured borrowings - net | 2,313,177 | 1,821,302 | ||
Accrued expenses and other liabilities | $ 258,071 | 128,968 | ||
Deferred income taxes | ||||
Total liabilities | $ 3,602,248 | 2,402,649 | ||
Equity: | ||||
Common stock | $ 18,332 | 12,761 | ||
Equity investment in affiliates | ||||
Common stock - additional paid-in-capital | $ 4,503,180 | 2,136,234 | ||
Cumulative net earnings | 1,232,478 | 1,147,998 | ||
Cumulative dividends paid | $ (2,047,257) | (1,895,666) | ||
Accumulated other comprehensive income | ||||
Total stockholders' equity | $ 3,706,733 | 1,401,327 | ||
Noncontrolling interest | 367,744 | |||
Total equity | 4,074,477 | |||
Total liabilities and equity | 7,676,725 | 3,803,976 | ||
Non-Guarantor Subsidiaries | ||||
Real estate properties | ||||
Land and buildings | 297,520 | 115,188 | ||
Less accumulated depreciation | (19,730) | (16,033) | ||
Real estate properties - net | $ 277,790 | $ 99,155 | ||
Investments in direct financing leases | ||||
Mortgage notes receivable | ||||
Real estate properties, total | $ 277,790 | $ 99,155 | ||
Other investments | ||||
Total investments held, continuing operations | $ 277,790 | $ 99,155 | ||
Assets held for sale - net | ||||
Total investments | $ 277,790 | $ 99,155 | ||
Cash and cash equivalents | 2,238 | |||
Restricted cash | 14,489 | $ 13,933 | ||
Accounts receivable - net | 5,356 | $ 4,566 | ||
Goodwill | $ 16,286 | |||
Investment in affiliates | ||||
Intercompany receivable | $ 1,692 | $ 1,005 | ||
Other assets | 7,108 | 7,956 | ||
Total assets | $ 324,959 | $ 126,615 | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | ||||
Term loan | ||||
Secured borrowings | $ 216,620 | $ 84,075 | ||
Unsecured borrowings - net | 20,679 | 20,747 | ||
Accrued expenses and other liabilities | 13,513 | 12,847 | ||
Deferred income taxes | 16,852 | |||
Total liabilities | $ 267,664 | $ 117,669 | ||
Equity: | ||||
Common stock | ||||
Equity investment in affiliates | $ 46,318 | |||
Common stock - additional paid-in-capital | ||||
Cumulative net earnings | $ 8,138 | $ 8,946 | ||
Cumulative dividends paid | ||||
Accumulated other comprehensive income | $ 2,839 | |||
Total stockholders' equity | $ 57,295 | $ 8,946 | ||
Noncontrolling interest | ||||
Total equity | $ 57,295 | |||
Total liabilities and equity | $ 324,959 | $ 126,615 | ||
Elimination Company | ||||
Real estate properties | ||||
Land and buildings | ||||
Less accumulated depreciation | ||||
Real estate properties - net | ||||
Investments in direct financing leases | ||||
Mortgage notes receivable | ||||
Real estate properties, total | ||||
Other investments | ||||
Total investments held, continuing operations | ||||
Assets held for sale - net | ||||
Total investments | ||||
Cash and cash equivalents | ||||
Restricted cash | ||||
Accounts receivable - net | ||||
Goodwill | ||||
Investment in affiliates | $ (186,316) | $ (7,941) | ||
Intercompany receivable | $ (1,692) | $ (1,005) | ||
Other assets | ||||
Total assets | $ (188,008) | $ (8,946) | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | ||||
Term loan | ||||
Secured borrowings | $ (133,552) | |||
Unsecured borrowings - net | ||||
Accrued expenses and other liabilities | ||||
Deferred income taxes | ||||
Total liabilities | $ (133,552) | |||
Equity: | ||||
Common stock | ||||
Equity investment in affiliates | $ (46,318) | |||
Common stock - additional paid-in-capital | ||||
Cumulative net earnings | $ (8,138) | $ (8,946) | ||
Cumulative dividends paid | ||||
Accumulated other comprehensive income | ||||
Total stockholders' equity | $ (54,456) | $ (8,946) | ||
Noncontrolling interest | ||||
Total equity | $ (54,456) | |||
Total liabilities and equity | $ (188,008) | $ (8,946) |
CONSOLIDATING FINANCIAL STATE83
CONSOLIDATING FINANCIAL STATEMENTS (Detail 1) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue | ||||
Rental income | $ 163,112 | $ 96,242 | $ 264,076 | $ 192,160 |
Income from direct financing leases | 15,020 | 14,146 | 29,366 | 28,230 |
Mortgage interest income | 17,562 | 9,923 | 34,141 | 19,249 |
Other investment income - net | 2,017 | 1,489 | 3,548 | 3,162 |
Total operating revenues | 197,711 | 121,800 | 331,131 | 242,801 |
Expenses | ||||
Depreciation and amortization | 59,156 | 31,301 | 89,766 | 62,745 |
General and administrative | 10,308 | 6,297 | 16,322 | 12,794 |
Acquisition costs | 47,084 | 45 | 51,952 | 140 |
Impairment loss on real estate properties | 6,916 | 1,558 | 12,898 | 1,558 |
Provisions for uncollectible mortgages, notes and accounts receivable | (7) | 2,761 | (9) | 2,745 |
Total operating expenses | 123,457 | 41,962 | 170,929 | 79,982 |
Income before other income and expense | 74,254 | 79,838 | 160,202 | 162,819 |
Other income (expense): | ||||
Interest income | 7 | 17 | 200 | 25 |
Interest expense | (38,248) | (29,447) | (70,607) | (56,528) |
Interest - amortization of deferred financing costs | (1,826) | (946) | (3,179) | (1,868) |
Interest - refinancing gain (costs) | $ 1,016 | (2,645) | (8,361) | (4,685) |
Equity in earnings | ||||
Total other expense | $ (39,051) | (33,021) | (81,947) | (63,056) |
Income before gain on assets sold | 35,203 | 46,817 | 78,255 | 99,763 |
Gain on assets sold - net | 8,802 | 8,802 | 2,883 | |
Income from continuing operations before income taxes | 44,005 | 46,817 | 87,057 | 102,646 |
Income taxes | (539) | (539) | ||
Net income | 43,466 | 46,817 | 86,518 | 102,646 |
Net income attributable to noncontrolling interest | (2,038) | (2,038) | ||
Net income available to common stockholders | 41,428 | 46,817 | 84,480 | 102,646 |
Issuer & Subsidiary Guarantors | ||||
Revenue | ||||
Rental income | 157,337 | 92,967 | 254,950 | 185,609 |
Income from direct financing leases | 15,020 | 14,146 | 29,366 | 28,230 |
Mortgage interest income | 17,562 | 9,923 | 34,141 | 19,249 |
Other investment income - net | 2,017 | 1,489 | 3,548 | 3,162 |
Total operating revenues | 191,936 | 118,525 | 322,005 | 236,250 |
Expenses | ||||
Depreciation and amortization | 56,818 | 29,995 | 86,081 | 60,138 |
General and administrative | 10,277 | 6,267 | 16,257 | 12,732 |
Acquisition costs | 44,571 | 45 | 49,439 | 140 |
Impairment loss on real estate properties | 6,916 | 1,558 | 12,898 | 1,558 |
Provisions for uncollectible mortgages, notes and accounts receivable | (7) | 2,761 | (9) | 2,745 |
Total operating expenses | 118,575 | 40,626 | 164,666 | 77,313 |
Income before other income and expense | 73,361 | 77,899 | 157,339 | 158,937 |
Other income (expense): | ||||
Interest income | 3 | 13 | 192 | 18 |
Interest expense | (35,984) | (28,208) | (67,119) | (54,037) |
Interest - amortization of deferred financing costs | (1,820) | (940) | (3,168) | (1,857) |
Interest - refinancing gain (costs) | 1,016 | (2,645) | (8,361) | (4,685) |
Equity in earnings | (1,553) | 698 | (808) | 1,387 |
Total other expense | (38,338) | (31,082) | (79,264) | (59,174) |
Income before gain on assets sold | 35,023 | $ 46,817 | 78,075 | 99,763 |
Gain on assets sold - net | 8,802 | 8,802 | 2,883 | |
Income from continuing operations before income taxes | 43,825 | 86,877 | ||
Income taxes | (359) | (359) | ||
Net income | 43,466 | 86,518 | 102,646 | |
Net income attributable to noncontrolling interest | (2,038) | (2,038) | ||
Net income available to common stockholders | 41,428 | $ 46,817 | 84,480 | 102,646 |
Non-Guarantor Subsidiaries | ||||
Revenue | ||||
Rental income | $ 5,775 | $ 3,275 | $ 9,126 | $ 6,551 |
Income from direct financing leases | ||||
Mortgage interest income | ||||
Other investment income - net | ||||
Total operating revenues | $ 5,775 | $ 3,275 | $ 9,126 | $ 6,551 |
Expenses | ||||
Depreciation and amortization | 2,338 | 1,306 | 3,685 | 2,607 |
General and administrative | 31 | $ 30 | 65 | $ 62 |
Acquisition costs | $ 2,513 | $ 2,513 | ||
Impairment loss on real estate properties | ||||
Provisions for uncollectible mortgages, notes and accounts receivable | ||||
Total operating expenses | $ 4,882 | $ 1,336 | $ 6,263 | $ 2,669 |
Income before other income and expense | 893 | 1,939 | 2,863 | 3,882 |
Other income (expense): | ||||
Interest income | 4 | 4 | 8 | 7 |
Interest expense | (2,264) | (1,239) | (3,488) | (2,491) |
Interest - amortization of deferred financing costs | $ (6) | $ (6) | $ (11) | $ (11) |
Interest - refinancing gain (costs) | ||||
Equity in earnings | ||||
Total other expense | $ (2,266) | $ (1,241) | $ (3,491) | $ (2,495) |
Income before gain on assets sold | $ (1,373) | $ 698 | $ (628) | $ 1,387 |
Gain on assets sold - net | ||||
Income from continuing operations before income taxes | $ (1,373) | $ (628) | ||
Income taxes | (180) | (180) | ||
Net income | (1,553) | (808) | $ 1,387 | |
Net income attributable to noncontrolling interest | 73 | 73 | ||
Net income available to common stockholders | $ (1,480) | $ 698 | $ (735) | $ 1,387 |
Elimination Company | ||||
Revenue | ||||
Rental income | ||||
Income from direct financing leases | ||||
Mortgage interest income | ||||
Other investment income - net | ||||
Total operating revenues | ||||
Expenses | ||||
Depreciation and amortization | ||||
General and administrative | ||||
Acquisition costs | ||||
Impairment loss on real estate properties | ||||
Provisions for uncollectible mortgages, notes and accounts receivable | ||||
Total operating expenses | ||||
Income before other income and expense | ||||
Other income (expense): | ||||
Interest income | ||||
Interest expense | ||||
Interest - amortization of deferred financing costs | ||||
Interest - refinancing gain (costs) | ||||
Equity in earnings | $ 1,553 | $ (698) | $ 808 | $ (1,387) |
Total other expense | 1,553 | (698) | 808 | (1,387) |
Income before gain on assets sold | $ 1,553 | $ (698) | $ 808 | $ (1,387) |
Gain on assets sold - net | ||||
Income from continuing operations before income taxes | $ 1,553 | $ 808 | ||
Income taxes | ||||
Net income | $ 1,553 | $ 808 | $ (1,387) | |
Net income attributable to noncontrolling interest | (73) | (73) | ||
Net income available to common stockholders | $ 1,480 | $ (698) | $ 735 | $ (1,387) |
CONSOLIDATING FINANCIAL STATE84
CONSOLIDATING FINANCIAL STATEMENTS (Detail 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities | ||||
Net income | $ 43,466 | $ 46,817 | $ 86,518 | $ 102,646 |
Adjustment to reconcile net income to cash provided by operating activities: | ||||
Depreciation and amortization | 59,156 | 31,301 | 89,766 | 62,745 |
Provision for impairment on real estate properties | 6,916 | 1,558 | 12,898 | 1,558 |
Provision for uncollectible mortgages, notes and accounts receivable | (9) | 2,745 | ||
Amortization of deferred financing and debt extinguishment costs | 11,540 | 6,553 | ||
Accretion of direct financing leases | (5,321) | (4,764) | ||
Stock-based compensation | 4,483 | 4,548 | ||
Gain on assets sold - net | (8,802) | (8,802) | (2,883) | |
Amortization of acquired in-place leases - net | (2,883) | (2,571) | ||
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||||
Accounts receivable, net | 1,129 | 912 | ||
Straight-line rent receivables | (15,871) | (10,701) | ||
Lease inducements | (328) | 1,362 | ||
Effective yield receivable on mortgage notes | (2,253) | (584) | ||
Other operating assets and liabilities | 22,225 | 5,189 | ||
Net cash provided by operating activities | 193,092 | 166,755 | ||
Cash flows from investing activities | ||||
Acquisition of real estate - net of liabilities assumed and escrows acquired | (183,784) | (22,000) | ||
Cash acquired in merger | 84,858 | |||
Investment in construction in progress | $ (15,913) | |||
Investment in U.K. subsidiary | ||||
Placement of mortgage loans | $ (4,701) | (528,343) | ||
Proceeds from sale of real estate investments | 26,846 | 3,924 | ||
Capital improvements to real estate investments | (11,351) | (8,362) | ||
Proceeds from other investments | 14,206 | 2,345 | ||
Investments in other investments | (36,600) | (5,379) | ||
Collection of mortgage principal | 1,735 | 117,522 | ||
Net cash (used in) provided by investing activities | (124,704) | (440,293) | ||
Cash flows from financing activities | ||||
Proceeds from credit facility borrowings | 782,000 | 590,000 | ||
Payments on credit facility borrowings | (516,000) | (646,000) | ||
Receipts of other long-term borrowings | 989,822 | 594,320 | ||
Payments on other long-term borrowings | (1,587,591) | (202,490) | ||
Payments of financing related costs | (26,123) | (12,740) | ||
Receipts from dividend reinvestment plan | 30,111 | 45,804 | ||
Payments for exercised options and restricted stock - net | (6,982) | (943) | ||
Net proceeds from issuance of common stock | 440,036 | 57,152 | ||
Dividends paid | (151,387) | (125,492) | ||
Distributions to OP Unit holders | (1,650) | |||
Net cash provided by (used in) financing activities | (47,764) | 299,611 | ||
Increase in cash and cash equivalents | 20,624 | 26,073 | ||
Effect of foreign currency translation on cash and cash equivalents | 41 | |||
Cash and cash equivalents at beginning of period | 4,489 | 2,616 | ||
Cash and cash equivalents at end of period | 25,154 | 28,689 | 25,154 | 28,689 |
Issuer & Subsidiary Guarantors | ||||
Cash flows from operating activities | ||||
Net income | 43,466 | 86,518 | 102,646 | |
Adjustment to reconcile net income to cash provided by operating activities: | ||||
Depreciation and amortization | 56,818 | 29,995 | 86,081 | 60,138 |
Provision for impairment on real estate properties | 6,916 | $ 1,558 | 12,898 | 1,558 |
Provision for uncollectible mortgages, notes and accounts receivable | (9) | 2,745 | ||
Amortization of deferred financing and debt extinguishment costs | 11,529 | 6,542 | ||
Accretion of direct financing leases | (5,321) | (4,764) | ||
Stock-based compensation | 4,483 | 4,548 | ||
Gain on assets sold - net | (8,802) | (8,802) | (2,883) | |
Amortization of acquired in-place leases - net | (2,883) | (2,571) | ||
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||||
Accounts receivable, net | 1,129 | 912 | ||
Straight-line rent receivables | (15,085) | (10,091) | ||
Lease inducements | (328) | 1,362 | ||
Effective yield receivable on mortgage notes | (2,253) | (584) | ||
Other operating assets and liabilities | 22,921 | 5,891 | ||
Net cash provided by operating activities | 190,878 | 165,449 | ||
Cash flows from investing activities | ||||
Acquisition of real estate - net of liabilities assumed and escrows acquired | (6,300) | (22,000) | ||
Cash acquired in merger | 84,858 | |||
Investment in construction in progress | (15,913) | |||
Investment in U.K. subsidiary | (179,870) | |||
Placement of mortgage loans | (4,701) | (528,343) | ||
Proceeds from sale of real estate investments | 26,846 | 3,924 | ||
Capital improvements to real estate investments | (9,879) | (7,953) | ||
Proceeds from other investments | 14,206 | 2,345 | ||
Investments in other investments | (36,600) | (5,379) | ||
Collection of mortgage principal | 1,735 | 117,522 | ||
Net cash (used in) provided by investing activities | (125,618) | (439,884) | ||
Cash flows from financing activities | ||||
Proceeds from credit facility borrowings | 782,000 | 590,000 | ||
Payments on credit facility borrowings | (516,000) | (646,000) | ||
Receipts of other long-term borrowings | 989,822 | 594,320 | ||
Payments on other long-term borrowings | (1,586,660) | (201,593) | ||
Payments of financing related costs | (26,123) | (12,740) | ||
Receipts from dividend reinvestment plan | 30,111 | 45,804 | ||
Payments for exercised options and restricted stock - net | (6,982) | (943) | ||
Net proceeds from issuance of common stock | 440,036 | 57,152 | ||
Dividends paid | (151,387) | (125,492) | ||
Distributions to OP Unit holders | (1,650) | |||
Net cash provided by (used in) financing activities | (46,833) | 300,508 | ||
Increase in cash and cash equivalents | $ 18,427 | 26,073 | ||
Effect of foreign currency translation on cash and cash equivalents | ||||
Cash and cash equivalents at beginning of period | $ 4,489 | 2,616 | ||
Cash and cash equivalents at end of period | 22,916 | $ 28,689 | 22,916 | 28,689 |
Non-Guarantor Subsidiaries | ||||
Cash flows from operating activities | ||||
Net income | (1,553) | (808) | 1,387 | |
Adjustment to reconcile net income to cash provided by operating activities: | ||||
Depreciation and amortization | $ 2,338 | $ 1,306 | $ 3,685 | $ 2,607 |
Provision for impairment on real estate properties | ||||
Provision for uncollectible mortgages, notes and accounts receivable | ||||
Amortization of deferred financing and debt extinguishment costs | $ 11 | $ 11 | ||
Accretion of direct financing leases | ||||
Stock-based compensation | ||||
Gain on assets sold - net | ||||
Amortization of acquired in-place leases - net | ||||
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||||
Accounts receivable, net | ||||
Straight-line rent receivables | $ (786) | $ (610) | ||
Lease inducements | ||||
Effective yield receivable on mortgage notes | ||||
Other operating assets and liabilities | $ 112 | $ (2,089) | ||
Net cash provided by operating activities | 2,214 | $ 1,306 | ||
Cash flows from investing activities | ||||
Acquisition of real estate - net of liabilities assumed and escrows acquired | $ (177,484) | |||
Cash acquired in merger | ||||
Investment in construction in progress | ||||
Investment in U.K. subsidiary | $ 179,870 | |||
Placement of mortgage loans | ||||
Proceeds from sale of real estate investments | ||||
Capital improvements to real estate investments | $ (1,472) | $ (409) | ||
Proceeds from other investments | ||||
Investments in other investments | ||||
Collection of mortgage principal | ||||
Net cash (used in) provided by investing activities | $ 914 | $ (409) | ||
Cash flows from financing activities | ||||
Proceeds from credit facility borrowings | ||||
Payments on credit facility borrowings | ||||
Receipts of other long-term borrowings | ||||
Payments on other long-term borrowings | $ (931) | $ (897) | ||
Payments of financing related costs | ||||
Receipts from dividend reinvestment plan | ||||
Payments for exercised options and restricted stock - net | ||||
Net proceeds from issuance of common stock | ||||
Dividends paid | ||||
Distributions to OP Unit holders | ||||
Net cash provided by (used in) financing activities | $ (931) | $ (897) | ||
Increase in cash and cash equivalents | 2,197 | |||
Effect of foreign currency translation on cash and cash equivalents | $ 41 | |||
Cash and cash equivalents at beginning of period | ||||
Cash and cash equivalents at end of period | $ 2,238 | $ 2,238 | ||
Elimination Company | ||||
Cash flows from operating activities | ||||
Net income | $ 1,553 | $ 808 | $ (1,387) | |
Adjustment to reconcile net income to cash provided by operating activities: | ||||
Depreciation and amortization | ||||
Provision for impairment on real estate properties | ||||
Provision for uncollectible mortgages, notes and accounts receivable | ||||
Amortization of deferred financing and debt extinguishment costs | ||||
Accretion of direct financing leases | ||||
Stock-based compensation | ||||
Gain on assets sold - net | ||||
Amortization of acquired in-place leases - net | ||||
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||||
Accounts receivable, net | ||||
Straight-line rent receivables | ||||
Lease inducements | ||||
Effective yield receivable on mortgage notes | ||||
Other operating assets and liabilities | $ (808) | $ 1,387 | ||
Net cash provided by operating activities | ||||
Cash flows from investing activities | ||||
Acquisition of real estate - net of liabilities assumed and escrows acquired | ||||
Cash acquired in merger | ||||
Investment in construction in progress | ||||
Investment in U.K. subsidiary | ||||
Placement of mortgage loans | ||||
Proceeds from sale of real estate investments | ||||
Capital improvements to real estate investments | ||||
Proceeds from other investments | ||||
Investments in other investments | ||||
Collection of mortgage principal | ||||
Net cash (used in) provided by investing activities | ||||
Cash flows from financing activities | ||||
Proceeds from credit facility borrowings | ||||
Payments on credit facility borrowings | ||||
Receipts of other long-term borrowings | ||||
Payments on other long-term borrowings | ||||
Payments of financing related costs | ||||
Receipts from dividend reinvestment plan | ||||
Payments for exercised options and restricted stock - net | ||||
Net proceeds from issuance of common stock | ||||
Dividends paid | ||||
Distributions to OP Unit holders | ||||
Net cash provided by (used in) financing activities | ||||
Increase in cash and cash equivalents | ||||
Effect of foreign currency translation on cash and cash equivalents | ||||
Cash and cash equivalents at beginning of period | ||||
Cash and cash equivalents at end of period |
CONSOLIDATING FINANCIAL STATE85
CONSOLIDATING FINANCIAL STATEMENTS (Narrative) (Detail) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015USD ($)Subsidiary | Jun. 17, 2015USD ($) | Dec. 31, 2014USD ($) | |
Non-guarantor subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Number of subsidiaries acquired and designated as unrestricted | Subsidiary | 22 | ||
Guarantor subsidiaries | |||
Condensed Financial Statements, Captions [Line Items] | |||
Ownership percent of the subsidiary guarantors (in percent) | 100.00% | ||
6.75% notes due 2022 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Interest rate | 6.75% | ||
5.875% notes due 2024 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Interest rate | 5.875% | ||
4.95% notes due 2024 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Interest rate | 4.95% | ||
4.50% notes due 2025 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Interest rate | 4.50% | ||
Unsecured borrowings | 6.75% notes due 2022 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Senior notes, principal amount | $ 575,000 | $ 575,000 | |
Unsecured borrowings | 5.875% notes due 2024 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Senior notes, principal amount | 400,000 | 400,000 | |
Unsecured borrowings | 4.95% notes due 2024 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Senior notes, principal amount | 400,000 | 400,000 | |
Unsecured borrowings | 4.50% notes due 2025 | |||
Condensed Financial Statements, Captions [Line Items] | |||
Senior notes, principal amount | $ 250,000 | $ 250,000 | $ 250,000 |
SUBSEQUENT EVENTS (Narrative) (
SUBSEQUENT EVENTS (Narrative) (Detail) $ in Millions | 1 Months Ended | |
Jul. 24, 2015USD ($)ft²Property | Jun. 30, 2015Facility | |
Subsequent Event [Line Items] | ||
Number of real estate properties purcahsed | 936 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Number of real estate properties purcahsed | Property | 5 | |
Payments to acquire buildings | $ | $ 112 | |
Land on lease | ft² | 201,000 | |
Percentage of annual yield earned | 5.00% |