Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 29, 2016 | |
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 | 188,170,595 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Real estate properties | ||
Land and buildings | $ 7,088,960 | $ 6,743,958 |
Less accumulated depreciation | (1,067,023) | (1,019,150) |
Real estate properties - net | 6,021,937 | 5,724,808 |
Investments in direct financing leases - net | 590,622 | 587,701 |
Mortgage notes receivable | 660,569 | 679,795 |
Total | 7,273,128 | 6,992,304 |
Other investments | 203,832 | 89,299 |
Total | 7,476,960 | 7,081,603 |
Assets held for sale - net | 73,589 | 6,599 |
Total investments | 7,550,549 | 7,088,202 |
Cash and cash equivalents | 9,407 | 5,424 |
Restricted cash | 12,327 | 14,607 |
Accounts receivable - net | 208,269 | 203,862 |
Goodwill | 645,568 | 645,683 |
Other assets | 189,332 | 61,231 |
Total assets | 8,615,452 | 8,019,009 |
LIABILITIES AND EQUITY | ||
Revolving line of credit | 530,000 | 230,000 |
Term loans | 1,100,000 | 750,000 |
Secured borrowings - net | 235,895 | 236,204 |
Unsecured borrowings - net | 2,353,297 | 2,352,882 |
Accrued expenses and other liabilities | 328,932 | 333,706 |
Deferred income taxes | 14,795 | 15,352 |
Total liabilities | 4,562,919 | 3,918,144 |
Equity: | ||
Common stock $.10 par value authorized - 350,000 shares, issued and outstanding - 188,167 shares as of March 31, 2016 and 187,399 as of December 31, 2015 | 18,817 | 18,740 |
Common stock - additional paid-in capital | 4,629,423 | 4,609,474 |
Cumulative net earnings | 1,428,077 | 1,372,522 |
Cumulative dividends paid | (2,361,580) | (2,254,038) |
Accumulated other comprehensive loss | (21,702) | (8,712) |
Total stockholders' equity | 3,693,035 | 3,737,986 |
Noncontrolling interest | 359,498 | 362,879 |
Total equity | 4,052,533 | 4,100,865 |
Total liabilities and equity | $ 8,615,452 | $ 8,019,009 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares shares in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 350,000 | 350,000 |
Common stock, shares issued | 188,167 | 187,399 |
Common stock, shares outstanding | 188,167 | 187,399 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue | ||
Rental income | $ 176,703 | $ 100,964 |
Income from direct financing leases | 15,442 | 14,346 |
Mortgage interest income | 16,606 | 16,579 |
Other investment income - net | 4,128 | 1,531 |
Total operating revenues | 212,879 | 133,420 |
Expenses | ||
Depreciation and amortization | 62,433 | 30,610 |
General and administrative | 10,455 | 6,014 |
Acquisition and merger related costs | 3,771 | 4,868 |
Impairment loss on real estate properties | 34,558 | 5,982 |
Provisions for uncollectible mortgages, notes and accounts receivable | 5,124 | (2) |
Total operating expenses | 116,341 | 47,472 |
Income before other income and expense | 96,538 | 85,948 |
Other income (expense) | ||
Interest income | 8 | 193 |
Interest expense | (37,222) | (32,359) |
Interest - amortization of deferred financing costs | (2,132) | (1,353) |
Interest - refinancing costs | (298) | (9,377) |
Realized loss on foreign exchange | (22) | |
Total other expense | (39,666) | (42,896) |
Income before gain on assets sold | 56,872 | $ 43,052 |
Gain on assets sold - net | 1,571 | |
Income from continuing operations before income taxes | 58,443 | $ 43,052 |
Income taxes | (247) | |
Net income | 58,196 | $ 43,052 |
Net income attributable to noncontrolling interest | (2,641) | |
Net income available to common stockholders | 55,555 | $ 43,052 |
Net income | 58,196 | $ 43,052 |
Other comprehensive loss - foreign currency translation | (4,730) | |
Other comprehensive loss - cash flow hedges | (8,876) | |
Total comprehensive income | 44,590 | $ 43,052 |
Deduct: comprehensive income attributable to noncontrolling interest | (2,025) | |
Comprehensive income attributable to common stockholders | $ 42,565 | $ 43,052 |
Basic: | ||
Net income available to common stockholders (in dollars per share) | $ 0.30 | $ 0.32 |
Diluted: | ||
Net income (in dollars per share) | 0.29 | 0.32 |
Dividends declared per common share | $ 0.57 | $ 0.89 |
Weighted-average shares outstanding, basic (in shares) | 188,228 | 134,346 |
Weighted-average shares outstanding, diluted (in shares) | 198,350 | 134,806 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($) $ in Thousands | Common Stock Par Value | Additional Paid-in Capital | Cumulative Net Earnings | Cumulative Dividends Paid | Accumulated Other Comprehensive Loss | Total Stockholders' Equity | Noncontrolling interest | Total |
Balance (187,399 common shares & 8,956 OP Units) at Dec. 31, 2015 | $ 18,740 | $ 4,609,474 | $ 1,372,522 | $ (2,254,038) | $ (8,712) | $ 3,737,986 | $ 362,879 | $ 4,100,865 |
Increase (Decrease) In Stockholders' Equity [Roll Forward] | ||||||||
Restricted stock expense | 2,778 | 2,778 | 2,778 | |||||
Vesting of equity compensation plan, net of tax withholdings (105 shares) | 11 | (2,391) | (2,380) | (2,380) | ||||
Dividend reinvestment plan (660 shares at an average of $29.84 per share) | 66 | 19,530 | 19,596 | 19,596 | ||||
Grant of stock as payment of directors fees (3 shares at an average of $28.18 per share) | 87 | 87 | 87 | |||||
Deferred compensation directors | (45) | (45) | (45) | |||||
Common dividends declared ($0.57 per share) | (107,542) | (107,542) | (107,542) | |||||
Cash conversion of OP Units (9 units) | (10) | (10) | (274) | (284) | ||||
OP units distributions | (5,132) | (5,132) | ||||||
Foreign currency translation | (4,516) | (4,516) | (214) | (4,730) | ||||
Cash flow hedges | (8,474) | (8,474) | (402) | (8,876) | ||||
Net income | 55,555 | 55,555 | 2,641 | 58,196 | ||||
Balance (188,167 shares & 8,947 OP Units) at Mar. 31, 2016 | $ 18,817 | $ 4,629,423 | $ 1,428,077 | $ (2,361,580) | $ (21,702) | $ 3,693,035 | $ 359,498 | $ 4,052,533 |
CONSOLIDATED STATEMENT OF CHAN6
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Unaudited) (Parentheticals) - $ / shares shares in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Increase (Decrease) In Stockholders' Equity [Roll Forward] | ||
Balance (in shares) | 187,399 | |
Vesting of equity compensation plan, net of tax withholdings (in shares) | 105 | |
Shares issued under dividend reinvestment | 660 | |
Dividend reinvestment plan, shares issued, price per share (in dollars per share) | $ 29.84 | |
Grant of stock as payment of fees (in shares) | 3 | |
Grant of stock as payment of fees (in dollars per share) | $ 28.18 | |
Common dividends, (in dollars per share) | $ 0.57 | |
Cash conversion of Op Units (in units) | 9 | |
Balance (in shares) | 188,167 | 187,399 |
Balance (in units) | 8,947 | 8,956 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net income | $ 58,196 | $ 43,052 |
Adjustment to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 62,433 | 30,610 |
Provision for impairment on real estate properties | 34,558 | 5,982 |
Provision for uncollectible mortgages, notes and accounts receivable | 5,124 | (2) |
Amortization of deferred financing costs and refinancing costs | 2,430 | 10,730 |
Accretion of direct financing leases | (2,921) | (2,614) |
Stock-based compensation | 2,778 | $ 1,610 |
Gain on assets sold - net | (1,571) | |
Amortization of acquired in-place leases - net | (4,300) | $ (1,192) |
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||
Accounts receivable, net | 560 | (196) |
Straight-line rent receivables | (9,947) | (5,275) |
Lease inducements | 647 | (2,110) |
Effective yield receivable on mortgage notes | (819) | (1,120) |
Other operating assets and liabilities | (19,989) | 23,819 |
Net cash provided by operating activities | 127,179 | 103,294 |
Cash flows from investing activities | ||
Acquisition of real estate - net of liabilities assumed and escrows acquired | (416,104) | (6,300) |
Investment in construction in progress | (16,316) | (5,851) |
Deposit to acquire real estate | (113,816) | |
Placement of mortgage loans | (6,162) | (2,002) |
Proceeds from sale of real estate investments | 2,392 | 255 |
Capital improvements to real estate investments | (9,544) | (5,604) |
Proceeds from other investments | 1,461 | 2,155 |
Investments in other investments | (116,003) | (1,468) |
Collection of mortgage principal | 312 | 288 |
Net cash used in investing activities | (673,780) | (18,527) |
Cash flows from financing activities | ||
Proceeds from credit facility borrowings | 670,000 | 6,000 |
Payments on credit facility borrowings | (370,000) | (91,000) |
Receipts of other long-term borrowings | 350,000 | 689,822 |
Payments of other long-term borrowings | (309) | (347,883) |
Payments of financing related costs | (3,576) | (21,318) |
Receipts from dividend reinvestment plan | 19,596 | 5,414 |
Payments for exercised options and restricted stock - net | (2,381) | (1,906) |
Net proceeds from issuance of common stock | 440,019 | |
Dividends paid | (107,500) | (68,261) |
Redemption of OP Units | (10) | |
Distributions to OP Unit Holders | (5,131) | |
Net cash provided by financing activities | 550,689 | 610,887 |
Increase in cash and cash equivalents | 4,088 | 695,654 |
Effect of foreign currency translation on cash and cash equivalents | (105) | |
Cash and cash equivalents at beginning of period | 5,424 | 4,489 |
Cash and cash equivalents at end of period | 9,407 | 700,143 |
Interest paid during the period, net of amounts capitalized | 36,597 | 25,829 |
Non-cash financing activities: | ||
Cash flow hedges | 8,876 | |
Accrued Dividends | 50,221 | |
Total | $ 8,876 | $ 50,221 |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2016 | |
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 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 March 31, 2016, 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 (refer to Note 17 – Subsequent Events). 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. Goodwill Impairment 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 reporting unit. 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 reporting unit is less than its carrying amount. If we conclude that it is more likely than not that the fair value of the reporting unit 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. The goodwill is not 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 owned 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. As of March 31, 2016, 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. Noncontrolling Interests Noncontrolling interests is the portion of equity in the Omega OP not attributable to the Company. 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. 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. Gains and losses resulting from this translation are included in accumulated other comprehensive loss (“AOCL”) as a separate component of equity and a proportionate amount of gain or loss is allocated to noncontrolling interest. 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 AOCL. Derivative Instruments During our normal course of business, we may use certain types of derivative instruments for the purpose of managing interest rate and currency risk. To qualify for hedge accounting, derivative instruments used for risk management purposes must effectively reduce the risk exposure that they are designed to hedge. In addition, at inception of a qualifying cash flow hedging relationship, the underlying transaction or transactions, must be, and are expected to remain, probable of occurring in accordance with the Company’s related assertions. The Company recognizes all derivative instruments, including embedded derivatives required to be bifurcated, as assets or liabilities in the Consolidated Balance Sheets at their fair value which are determined using a market approach and Level 2 inputs. Changes in the fair value of derivative instruments that are not designated in hedging relationships or that do not meet the criteria of hedge accounting are recognized in earnings. For derivatives designated as qualifying cash flow hedging relationships, the change in fair value of the effective portion of the derivatives is recognized in AOCL as a separate component of equity and a proportionate amount of gain or loss is allocated to noncontrolling interest, whereas the change in fair value of the ineffective portion is recognized in earnings. We formally document all relationships between hedging instruments and hedged items, as well as its risk-management objectives and strategy for undertaking various hedge transactions. This process includes designating all derivatives that are part of a hedging relationship to specific forecasted transactions as well as recognized obligations or assets in the Consolidated Balance Sheets. We also assess and document, both at inception of the hedging relationship and on a quarterly basis thereafter, whether the derivatives are highly effective in offsetting the designated risks associated with the respective hedged items. If it is determined that a derivative ceases to be highly effective as a hedge, or that it is probable the underlying forecasted transaction will not occur, we discontinue hedge accounting prospectively and record the appropriate adjustment to earnings based on the current fair value of the derivative. As a matter of policy, we do not use derivatives for trading or speculative purposes. At March 31, 2016 and December 31, 2015, we had $9.6 million and $0.7 million, respectively, of qualifying cash flow hedges recorded at fair value in accrued expenses and other liabilities on our Consolidated Balance Sheets. 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, a mortgage recognized on an effective yield basis or the existence of lease inducements, we generally provide an allowance for straight-line, effective interest, and or lease inducement accounts receivable when certain conditions or indicators of adverse collectability are present. A summary of our net receivables by type is as follows: March 31, December 31, 2016 2015 (in thousands) Contractual receivables $ 7,885 $ 8,452 Effective yield interest receivables 8,636 9,028 Straight-line receivables 181,715 175,709 Lease inducements 10,335 10,982 Allowance (302 ) (309 ) Accounts receivable – net $ 208,269 $ 203,862 In the first quarter of 2016, we entered into agreements to transition 27 facilities from one of our former operators to a current operator. As a result of the transition, we wrote off approximately $3.4 million of straight line receivable from the former operator. We continuously evaluate the payment history and financial strength of our operators and have historically established allowance reserves for straight-line rent receivables 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. Related Party Transactions The Company has a policy which generally requires related party transactions to be approved or ratified by the Audit Committee. A member of the Board of Directors of the Company, together with certain members of his immediate family, beneficially owned approximately 34% of the equity of Laurel Healthcare Holdings, Inc. (“Laurel”). On February 1, 2016, we acquired 10 SNFs from Laurel for approximately $169.0 million in cash and leased them to an unrelated existing operator. Immediately following our acquisition, the unrelated existing operator acquired all of the outstanding equity interests of Laurel, including the interests previously held by a director of the Company and his family. 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 No. 2015-02, Amendments to the Consolidation Analysis In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718) |
PROPERTIES AND INVESTMENTS
PROPERTIES AND INVESTMENTS | 3 Months Ended |
Mar. 31, 2016 | |
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 800 SNFs, 84 assisted living facilities (“ALFs”), 16 specialty facilities and one medical office building at March 31, 2016, are leased under provisions of single or master leases with initial terms typically ranging from five 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 (e.g., 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. The following tables summarize the significant acquisitions that occurred in 2016. Number of Facilities Land Building & Site Improvements Furniture & Fixtures Initial Cash Period SNF ALF Country/ State Total Investment (in millions) Yield (%) Q1 - 1 UK $ 8.3 $ 1.4 $ 6.7 $ 0.2 7.00 Q1 - 1 UK 6.1 (1) 0.6 5.3 0.2 7.00 Q1 10 - OH, VA, MI 169.0 (1) (3) 10.5 152.5 6.0 8.50 Q1 - - FL 2.5 (2) 2.5 - - - Q1 - 2 GA 20.2 0.8 18.3 1.1 7.50 Q1 3 - MD 25.0 2.5 19.9 2.6 8.50 Q1 21 - VA, NC 212.5 (1) 19.3 181.1 12.1 8.50 Total 34 4 $ 443.6 $ 37.6 $ 383.8 $ 22.2 (1) The Company estimated the fair value of the assets acquired on the acquisition date based on certain valuation analyses that have yet to be finalized, and accordingly, the assets acquired, as detailed, are subject to adjustment once the analysis is completed. (2) Accounted for as an asset acquisition. (3) Acquired from a related party. Refer to Note -1 Related Party Transactions. Aviv Merger On April 1, 2015, Omega completed 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. As a result of the Aviv Merger, Omega acquired 342 facilities, two facilities subject to direct financing leases, one medical office building, two mortgages and other investments. 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, the fair value of the consideration exchanged was approximately $2.3 billion . The following table highlights the final allocation of the assets acquired, liabilities assumed and consideration transferred on April 1, 2015 (in thousands): Fair value of net assets acquired: Land and buildings $ 3,107,530 Investment in direct financing leases 26,823 Mortgages notes receivable 19,246 Other investments 23,619 Total investments 3,177,218 Goodwill 630,679 Accounts receivables and other assets 17,144 Cash acquired 84,858 Accrued expenses and other liabilities (223,002 ) Debt (1,410,637 ) Fair value of net assets acquired $ 2,276,260 The completion of the final valuation did not result in material changes to our Consolidated Statements of Operations and Comprehensive Income or our Consolidated Balance Sheets from our preliminary purchase price allocation. Pro Forma Acquisition Results The facilities acquired in 2015 are included in our results of operations from the dates of acquisition. The following unaudited pro forma results of operations reflect the impact of those acquisitions as if they occurred on January 1, 2015. For a list of the 2015 transactions, refer to Note 3 – Properties in our Annual Report on Form 10-K for the year ended December 31, 2015. In the opinion of management, all significant necessary adjustments to reflect the effect of the acquisitions have been made. Pro Forma Three Months Ended March 31, 2015 (in thousands, except per Pro Forma Revenues $ 202,531 Pro Forma Net income $ 66,521 Earnings per share – diluted: Net income – as reported $ 0.32 Net income – pro forma $ 0.35 Asset Sales, Impairments and Other During the first quarter of 2016, we recorded approximately $34.6 million of impairments on 14 facilities located in six states. Our recorded impairments were primarily the result of a decision to exit certain non-strategic facilities and operators primarily related to facilities acquired in the Aviv Merger. We believe these facilities will be sold within 12 months. We reduced their net book values to their estimated fair value less costs to sell and reclassified them to assets held for sale in the first quarter of 2016. To estimate the fair value of the facilities, we utilized a market approach and Level 3 inputs (which generally consist of non-binding offers from unrelated third parties). In addition, we sold two SNFs (previously classified as held-for-sale) for approximately $2.4 million in net proceeds recognizing a gain of approximately $1.6 million. See Note 6 – Assets Held For Sale for details. |
DIRECT FINANCING LEASES
DIRECT FINANCING LEASES | 3 Months Ended |
Mar. 31, 2016 | |
Leases, Capital [Abstract] | |
DIRECT FINANCING LEASES | NOTE 3 – DIRECT FINANCING LEASES The components of investments in direct financing leases consist of the following: March 31, December 31, 2016 2015 (in thousands) Minimum lease payments receivable $ 4,308,355 $ 4,320,876 Less unearned income (3,717,733 ) (3,733,175 ) Investment in direct financing leases - net $ 590,622 $ 587,701 Properties subject to direct financing leases 59 59 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 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 June and July of 2014, we purchased three facilities and subsequently leased them to New Ark under a twelve-year master lease expiring in 2026. The 2014 three facility lease is being accounted for as an operating lease. Aviv Merger On April 1, 2015, we acquired two additional direct financing leases as a result of the Aviv Merger. As of March 31, 2016, 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 $50,250 $50,961 $52,225 $53,507 $54,778 |
MORTGAGE NOTES RECEIVABLE
MORTGAGE NOTES RECEIVABLE | 3 Months Ended |
Mar. 31, 2016 | |
Mortgage Notes Receivable Investments [Abstract] | |
MORTGAGE NOTES RECEIVABLE | NOTE 4 – MORTGAGE NOTES RECEIVABLE As of March 31, 2016, mortgage notes receivable relate to 24 fixed rate mortgages on 55 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 ten 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: March 31, December 31, 2016 2015 (in thousands) Mortgage note due 2023; interest at 11.00% $ 69,928 $ 69,928 Mortgage note due 2024; interest at 9.79% 112,500 112,500 Mortgage note due 2029; interest at 9.23% 413,095 413,399 Other mortgage notes outstanding (1) 65,046 83,968 Mortgage notes receivable, gross 660,569 679,795 Allowance for loss on mortgage notes receivable — — Total mortgages — net $ 660,569 $ 679,795 (1) Other mortgage notes outstanding have stated interest rates ranging from 8.35% to 12.0% and maturity dates through 2053. The following is a brief overview of certain mortgages entered into or assumed in 2016 or significant changes to mortgages previously reported. Conversion of Mortgage Notes due 2046 to Leased Properties In January 2016, we acquired three facilities via a deed-in-lieu of foreclosure from a mortgagee. The fair value of the facilities approximated the $25 million carrying value of the mortgages. These facilities have 352 operating beds and are located in Maryland. Simultaneously we leased these facilities to an existing operator. |
OTHER INVESTMENTS
OTHER INVESTMENTS | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
OTHER INVESTMENTS | NOTE 5 – OTHER INVESTMENTS A summary of our other investments is as follows: March 31, December 31, 2016 2015 (in thousands) Other investment note due 2017; interest at 8.50% $ 12,000 $ — Other investment note due 2017; interest at 8.50% 12,099 — Other investment note due 2019; interest at 10.50% 49,271 — Other investment note due 2020; interest at 10.00% 23,000 23,000 Other investment note due 2028; interest at 8.50% 20,000 — Other investment note due 2030; interest at 6.66% 31,905 26,966 Other investment notes outstanding (1) 58,559 42,293 Other investments, gross 206,834 92,259 Allowance for loss on other investments (3,002 ) (2,960 ) Total other investments $ 203,832 $ 89,299 (1) Other investment notes have maturity dates through 2028 and interest rates ranging from 6.50% to 12.0%. The following is a brief overview of certain notes entered into in 2016. Other Investment notes due 2017 On February 1, 2016, we provided an operator a $15.0 million secured working capital note. The working capital note bears interest at 8.5% and matures in July 2017. As of March 31, 2016, approximately $12.1 million has been drawn and remains outstanding. On March 1, 2016, we provided an operator a $15.0 million secured working capital note. The working capital note bears interest at 8.5% and matures in March 2017. As of March 31, 2016, approximately $12.0 million has been drawn and remains outstanding. Other Investment note due 2019 On February 26, 2016, we acquired and funded a $50.0 million mezzanine note at a discount of approximately $0.75 million to a new operator. The mezzanine note bears interest at 10.50% and matures in February 2019. Other Investment note due 2028 On March 1, 2016, we provided an operator a $20.0 million acquisition note. The acquisition note bears interest at 8.5% (increasing annually by 2.5%) and matures in March 2028. |
ASSETS HELD FOR SALE
ASSETS HELD FOR SALE | 3 Months Ended |
Mar. 31, 2016 | |
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, 2015 3 $ 6,599 Properties sold (1) (2 ) (600 ) Properties added (2) 24 67,590 March 31, 2016 25 $ 73,589 (1) In the first quarter of 2016, we sold two SNFs for approximately $2.4 million in net proceeds recognizing a gain on sale of approximately $1.6 million. (2) In the first quarter of 2016, we reclassified eight ALFs and 16 SNFs located in six states to assets held for sale. We recorded approximately $34.6 million impairment charges on 14 facilities to reduce their net book values to their estimated fair value less costs to sell. See Note 2 – Properties and Investments. |
INTANGIBLES
INTANGIBLES | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES | NOTE 7 – INTANGIBLES The following is a summary of our intangibles as of March 31, 2016 and December 31, 2015 March 31, 2016 December 31, 2015 (in thousands) Assets: Goodwill $ 645,568 $ 645,683 Above market leases $ 23,545 $ 21,901 In-place leases 167 386 Accumulated amortization (14,619 ) (14,162 ) Net intangible assets $ 9,093 $ 8,125 Liabilities: Below market leases $ 166,486 $ 165,331 Accumulated amortization (59,859 ) (55,131 ) Net intangible liabilities $ 106,627 $ 110,200 Goodwill was recorded in connection with the Aviv Merger and Care Homes Transaction (refer to Note 3 – Properties in our Annual Report on Form 10-K for the year ended December 31, 2015) and is shown as a separate line on our Consolidated Balance Sheets. Above market leases and in-place leases, net of accumulated amortization, are included in other assets on our Consolidated Balance Sheets. Below market leases, net of accumulated amortization, are included in accrued expenses and other liabilities on our Consolidated Balance Sheets. For the three months ended March 31, 2016 and 2015, our net amortization related to intangibles was $4.3 million and $1.2 million, respectively. The estimated net amortization related to these intangibles for the remainder of 2016 and the subsequent four years is as follows: remainder of 2016 – $9.8 million; 2017 – $11.8 million; 2018 – $10.6 million; 2019 – $9.6 million and 2020 – $9.4 million. As of March 31, 2016 the weighted average remaining amortization period of above market leases (inclusive of in-place leases) and in below market leases is approximately five years and 10 years, respectively. The following is a reconciliation of our goodwill as of March 31, 2016: (in thousands) Balance as of December 31, 2015 $ 645,683 Add: additional valuation adjustments related to preliminary valuations 275 Less: foreign currency translation (390 ) Balance as of March 31, 2016 $ 645,568 |
CONCENTRATION OF RISK
CONCENTRATION OF RISK | 3 Months Ended |
Mar. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATION OF RISK | NOTE 8 – CONCENTRATION OF RISK As of March 31, 2016, our portfolio of real estate investments consisted of 985 healthcare facilities, located in 42 states and the United Kingdom and operated by 83 third party operators. Our gross investment in these facilities, net of impairments and before reserve for uncollectible loans, totaled approximately $8.4 billion at March 31, 2016, with approximately 99% of our real estate investments related to long-term care facilities. Our portfolio is made up of 800 SNFs, 84 ALFs, 16 specialty facilities, one medical office building, fixed rate mortgages on 53 SNFs and two ALFs, and 29 facilities that are closed/held-for-sale. At March 31, 2016, we also held miscellaneous investments of approximately $203.8 million, consisting primarily of secured loans to third-party operators of our facilities. At March 31, 2016, the three states in which we had our highest concentration of investments were Ohio (10%), Texas (9%) and Florida (8%). No single operator or manager generated more than 10% of our total revenues for the three months ended March 31, 2016. |
DIVIDENDS AND EQUITY
DIVIDENDS AND EQUITY | 3 Months Ended |
Mar. 31, 2016 | |
Dividends [Abstract] | |
DIVIDENDS AND EQUITY | NOTE 9 – DIVIDENDS AND EQUITY On April 14, 2016, the Board of Directors declared a common stock dividend of $0.58 per share, increasing the quarterly common dividend by $0.01 per share over the prior quarter, to be paid May 16, 2016 to common stockholders of record on May 2, 2016. On January 14, 2016, the Board of Directors declared a common stock dividend of $0.57 per share, increasing the quarterly common dividend by $0.01 per share over the previous quarter. The common dividends were paid February 16, 2016 to common stockholders of record as of February 2, 2016. Dividend Reinvestment and Common Stock Purchase Plan For the three-month period ended March 31, 2016, approximately 0.7 million shares of our common stock at an average price of $29.84 per share were issued through our Dividend Reinvestment and Common Stock Purchase Program for gross proceeds of approximately $19.7 million. |
TAXES
TAXES | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
TAXES | NOTE 10 – TAXES Since our inception, we have elected to be taxed as a REIT under the applicable provisions of the Internal Revenue Code (the “Code”). A REIT is generally not subject to federal income tax on that portion of its REIT taxable income which is distributed to its stockholders, provided that at least 90% of such taxable income is distributed and certain other requirements are met, including an asset and income test. 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. If the Company fails to qualify as a REIT in any taxable year, the Company will be subject to federal income taxes on its taxable income at regular corporate rates and dividends paid to our stockholders will not be deductible by us in computing taxable income. Further, we will not be permitted to qualify for treatment as a REIT for federal income tax purposes for four years following the year in which qualification is denied, unless the Internal Revenue Service grants us relief under certain statutory provisions. Failing to qualify as a REIT could materially and adversely affect the Company’s net income; however, we believe we are organized and operate in such a manner as to qualify for treatment as a REIT . 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 wholly owned subsidiary REITs that are subject to all of the REIT qualification rules set forth in the Code. In December 2015, we merged the five wholly owned subsidiary REITs into one wholly owned subsidiary REIT which is 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 elected for two of our active subsidiaries to be treated as TRSs. One of our TRSs is subject to federal, state and local income taxes at the applicable corporate rates and the other is subject to foreign income taxes. As of March 31, 2016, our TRS that is subject to federal, state and local income taxes at the applicable corporate rates had a net operating loss carry-forward of approximately $0.9 million. The loss carry-forward is fully reserved as of March 31, 2016 with a valuation allowance due to uncertainties regarding realization. During the first quarter of 2016, we recorded approximately $0.1 million of state and local income tax provision and approximately $0.1 million of provision for foreign income taxes. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 11 – STOCK-BASED COMPENSATION Stock-based compensation expense was $2,778 and $1,610 for the three- month periods ended March 31, 2016 and 2015, respectively. 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. 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 131,006 RSUs to employees on March 17, 2016. Performance Restricted Stock Units and LTIP Units Performance restricted stock units (“PRSUs”) and long term incentive plan units (“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 and the LTIP Units have varying degrees of performance requirements to be earned and vested, 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 and vested is convertible into one Omega OP Unit in Omega OP, subject to certain conditions. The earning requirements are based on either the (i) total shareholder return (“TSR”) of Omega or (ii) Omega’s TSR relative to other real estate investment trusts in the MSCI U.S. REIT Index or FTSE NAREIT Equity Health Care Index TSR (both “Relative TSR”). Vesting in general requires that the employee remain employed by us until the date specified in the applicable PRSU agreement, which may be later than the date that the TSR or Relative TSR requirements are satisfied. 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. Dividend equivalents on the PRSUs accumulate and with respect to PRSUs granted before 2015 are paid when the PRSUs vest and with respect to PRSUs granted in 2015 or later are paid once the PRSUs are earned. 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 372,069 LTIP Units to employees on March 17, 2016. The number of shares earned under the Relative TSR PRSUs depends generally on the level of achievement of Omega’s TSR relative to other real estate investment trusts in the MSCI U.S. REIT Index or FTSE NAREIT Equity Health Care Index TSR over the performance period indicated. We awarded 307,480 Relative TSR PRSUs to employees on March 17, 2016. The following table summarizes our total unrecognized compensation cost as of March 31, 2016 associated with restricted stock, restricted stock units, PRSU awards, and LTIP Unit awards to employees: Grant Year Shares/ Units (1) Grant Date Average Fair Value Per Unit/ Share Total Compensation Cost (in millions) (2) Weighted Average Period of Expense Recognition (in months) Unrecognized Compensation Cost (in millions) Performance Period Vesting Dates RSUs 2013 RSU 2013 195,822 $ 29.80 $ 5.8 36 $ 1.4 N/A 12/31/14 - 12/31/16 2014 RSU 2014 106,778 29.80 3.2 36 0.8 N/A 12/31/2016 3/31/15 RSU 2015 109,985 40.57 4.5 33 2.8 N/A 12/31/2017 4/1/15 RSU 2015 40,464 40.74 1.6 33 1.1 N/A 12/31/2017 Assumed Aviv RSU 2015 18,920 24.92 0.5 21 0.2 N/A 12/31/2016 Assumed Aviv RSU 2015 7,799 35.08 0.3 33 0.2 N/A 12/31/15-12/31/17 3/17/16 RSU 2016 131,006 34.78 4.6 33 4.5 N/A 12/31/2018 Restricted Stock Units Total 610,774 $ 33.45 $ 20.5 $ 11.0 TSR PRSUs and LTIP Units 2016 Transition TSR 2013 101,591 8.67 0.9 36 0.2 12/31/2013-12/31/2016 12/31/2016 2016 TSR 2014 135,634 8.67 1.2 48 0.5 1/1/2014-12/31/2016 Quarterly in 2017 3/31/15 2017 LTIP Units 2015 137,249 14.66 2.0 45 1.5 1/1/2015-12/31/2017 Quarterly in 2018 4/1/2015 2017 LTIP Units 2015 54,151 14.80 0.8 45 0.6 1/1/2015-12/31/2017 Quarterly in 2018 7/31/15 2016 Transition TSR 2015 22,091 18.51 0.4 5 - 12/31/2013-12/31/2016 12/31/2016 7/31/15 2017 LTIP Units 2015 5,823 8.78 0.1 5 - 1/1/2015-12/31/2017 12/31/2017 3/17/16 2018 LTIP Units 2016 372,069 13.21 4.9 45 4.9 1/1/2016-12/31/2018 Quarterly in 2019 TSR PRSUs & LTIP Total 828,608 $ 12.44 $ 10.3 $ 7.7 Relative TSR PRSUs 2016 Transition Relative TSR 2013 101,588 14.24 1.4 36 0.4 12/31/2013-12/31/2016 12/31/2016 2016 Relative TSR 2014 135,634 14.24 1.9 48 0.8 1/1/2014-12/31/2016 Quarterly in 2017 3/31/15 2017 Relative TSR 2015 137,249 22.50 3.1 45 2.3 1/1/2015-12/31/2017 Quarterly in 2018 4/1/2015 2017 Relative TSR 2015 54,151 22.91 1.2 45 0.9 1/1/2015-12/31/2017 Quarterly in 2018 7/31/15 2016 Relative TSR 2015 22,100 19.60 0.4 5 - 12/31/2013-12/31/2016 12/31/2016 7/31/15 2017 Relative TSR 2015 5,826 17.74 0.1 5 - 1/1/2015-12/31/2017 12/31/2017 3/17/16 2018 Relative TSR 2016 307,480 16.45 5.1 45 5.0 1/1/2016-12/31/2018 Quarterly in 2019 Relative TSR PRSUs Total 764,028 $ 17.41 $ 13.2 $ 9.4 Grand Total 2,203,410 $ 19.99 $ 44.0 $ 28.1 (1) Shares/units are net of shares cancelled. (2) Total compensation costs are net of shares cancelled. Director Restricted Stock Grants As of March 31, 2016, we had 51,999 shares of restricted stock outstanding to directors. The directors’ restricted shares are scheduled to vest over the next three years. As of March 31, 2016, the unrecognized compensation cost associated with outstanding director restricted stock grants is approximately $1.2 million. |
BORROWING ACTIVITIES AND ARRANG
BORROWING ACTIVITIES AND ARRANGEMENTS | 3 Months Ended |
Mar. 31, 2016 | |
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 March 31, March 31, December 31, Maturity 2016 2016 2015 (in thousands) Secured borrowings: GE term loan 2019 4.11 % $ 180,000 $ 180,000 HUD mortgages assumed December 2011 (1) 2044 3.06 % 55,895 56,204 Total secured borrowings 235,895 236,204 Unsecured borrowings: Revolving line of credit 2018 1.73 % 530,000 230,000 Tranche A-1 term loan 2019 1.93 % 200,000 200,000 Tranche A-2 term loan 2017 1.94 % 200,000 200,000 Tranche A-3 term loan 2021 1.93 % 350,000 — Omega OP term loan 2017 1.94 % 100,000 100,000 2015 term loan 2022 2.23 % 250,000 250,000 1,630,000 980,000 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 2026 notes 2026 5.25 % 600,000 600,000 2027 notes 2027 4.50 % 700,000 700,000 Subordinated debt 2021 9.00 % 20,000 20,000 2,370,000 2,370,000 Discount - net (16,703 ) (17,118 ) Total unsecured borrowings 3,983,297 3,332,882 Total – net $ 4,219,192 $ 3,569,086 (1) Reflects the weighted average annual contractual interest rate on the mortgages at March 31, 2016 excluding a third-party administration fee of approximately 0.5%. Secured by real estate assets with a net carrying value of $68.6 million. Certain of our other secured and unsecured borrowings are subject to customary affirmative and negative covenants, including financial covenants. As of March 31, 2016 and December 31, 2015, we were in compliance with all affirmative and negative covenants, including financial covenants, for our secured and unsecured borrowings. Bank Credit Facilities On January 29, 2016, we amended our Omega Credit Facilities (as defined below) to add a $350 million senior unsecured incremental term loan facility. As a result of the amendment, the Omega Credit Facilities now include a $1.25 billion senior unsecured revolving credit facility (the “Revolving Credit Facility”), a $200 million senior unsecured term loan facility (the “Tranche A-1 Term Loan Facility”), a $200 million senior unsecured incremental term loan facility (the “Tranche A-2 Term Loan Facility”) and a $350 million senior unsecured incremental term loan facility (the “Tranche A-3 Term Loan Facility” and, together with the Revolving Credit Facility, the Tranche A-1 Term Loan Facility and the Tranche A-2 Term Loan Facility, collectively, the “Omega Credit Facilities”). The Tranche A-1 Term Loan Facility, the Tranche A-2 Term Loan Facility and the Tranche A-3 Term Loan Facility may be referred to collectively herein as the “Omega Term Loan Facilities”. The Tranche A-3 Term Loan Facility bears interest 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 Tranche A-3 Term Loan Facility matures on January 29, 2021. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 13 – FINANCIAL INSTRUMENTS At March 31, 2016 and December 31, 2015, the carrying amounts and fair values of our financial instruments were as follows: March 31, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Assets: Cash and cash equivalents $ 9,407 $ 9,407 $ 5,424 $ 5,424 Restricted cash 12,327 12,327 14,607 14,607 Investments in direct financing leases – net 590,622 587,297 587,701 584,358 Mortgage notes receivable – net 660,569 672,427 679,795 687,130 Other investments – net 203,832 203,751 89,299 90,745 Total $ 1,476,757 $ 1,485,209 $ 1,376,826 $ 1,382,264 Liabilities: Revolving line of credit $ 530,000 $ 530,000 $ 230,000 $ 230,000 Tranche A-1 term loan 200,000 200,000 200,000 200,000 Tranche A-2 term loan 200,000 200,000 200,000 200,000 Tranche A-3 term loan 350,000 350,000 — — Omega OP term loan 100,000 100,000 100,000 100,000 2015 term loan 250,000 250,000 250,000 250,000 5.875% notes due 2024 – net 400,000 431,815 400,000 429,956 4.95% notes due 2024 – net 395,475 404,036 395,333 403,064 4.50% notes due 2025 – net 248,152 241,082 248,099 242,532 5.25% notes due 2026 – net 598,384 610,605 598,343 612,760 4.50% notes due 2027 – net 690,705 666,652 690,494 667,651 GE term loan due 2019 180,000 180,000 180,000 180,000 HUD debt – net 55,895 54,319 56,204 52,678 Subordinated debt – net 20,581 24,342 20,613 24,366 Total $ 4,219,192 $ 4,242,851 $ 3,569,086 $ 3,593,007 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, 2015). 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 Sheets 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 using an expected present value technique 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 using an expected present value technique based on quotes obtained by HUD debt brokers (Level 2). |
LITIGATION
LITIGATION | 3 Months Ended |
Mar. 31, 2016 | |
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. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2016 | |
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 March 31, 2016 2015 (in thousands, except per Numerator: Net income $ 58,196 $ 43,052 Less: Net income attributable to noncontrolling interests (2,641 ) — Net income available to common stockholders $ 55,555 $ 43,052 Denominator: Denominator for basic earnings per share 188,228 134,346 Effect of dilutive securities: Common stock equivalents 1,175 460 Noncontrolling interest – OP units 8,947 — Denominator for diluted earnings per share 198,350 134,806 Earnings per share – basic: Net income available to common stockholders $ 0.30 $ 0.32 Earnings per share – diluted: Net income $ 0.29 $ 0.32 |
CONSOLIDATING FINANCIAL STATEME
CONSOLIDATING FINANCIAL STATEMENTS | 3 Months Ended |
Mar. 31, 2016 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
CONSOLIDATING FINANCIAL STATEMENTS | NOTE 16 – CONSOLIDATING FINANCIAL STATEMENTS As of March 31, 2016, we had outstanding: (i) $400 million 5.875% Senior Notes due 2024, (ii) $400 million 4.95% Senior Notes due 2024, (iii) $250 million 4.5% Senior Notes due 2025, (iv) $600 million 5.25% Senior Notes due 2026 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 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 Omega Credit Facilities and 2015 term loan listed in Note 12 – Borrowing Activities and Arrangements. In addition, all such subsidiary guarantors that are subsidiaries of Omega OP also guarantee amounts outstanding under the Omega OP term loan listed in Note 12 – Borrowing Activities and Arrangements. The following summarized condensed consolidating financial information segregates the financial information of the non-guarantor subsidiaries from the financial information of Omega Healthcare Investors, Inc. and the subsidiary guarantors under the Senior Notes. Our non-guarantor subsidiaries include, among others, all subsidiaries securing secured debt that is currently outstanding and our U.K. subsidiaries. The results and financial position of acquired entities are included from the dates of their respective acquisitions. The 2015 financial statements presented below have been adjusted to reflect our current guarantor and non-guarantor relationships as of March 31, 2016. CONSOLIDATING BALANCE SHEET Unaudited (in thousands, except per share amounts) March 31, 2016 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated ASSETS Real estate properties Land and buildings $ 6,518,739 $ 570,221 $ — $ 7,088,960 Less accumulated depreciation (1,034,122 ) (32,901 ) — (1,067,023 ) Real estate properties – net 5,484,617 537,320 — 6,021,937 Investment in direct financing leases 590,622 — — 590,622 Mortgage notes receivable – net 660,569 — — 660,569 6,735,808 537,320 — 7,273,128 Other investments – net 203,832 — — 203,832 6,939,640 537,320 — 7,476,960 Assets held for sale – net 73,589 — — 73,589 Total investments 7,013,229 537,320 — 7,550,549 Cash and cash equivalents 8,985 422 — 9,407 Restricted cash 7,106 5,221 — 12,327 Accounts receivable – net 202,947 5,322 — 208,269 Goodwill 630,678 14,890 — 645,568 Investment in affiliates 433,085 3,717 (436,802 ) — Other assets 60,728 128,604 — 189,332 Total assets $ 8,356,758 $ 695,496 $ (436,802 ) $ 8,615,452 LIABILITIES AND EQUITY Revolving line of credit $ 530,000 $ — $ — $ 530,000 Term loan 1,100,000 — — 1,100,000 Secured borrowings — 369,518 (133,623 ) 235,895 Unsecured borrowings – net 2,353,297 — — 2,353,297 Accrued expenses and other liabilities 320,928 8,004 — 328,932 Deferred income taxes — 14,795 — 14,795 Intercompany payable — 10,916 (10,916 ) — Total liabilities 4,304,225 403,233 (144,539 ) 4,562,919 Stockholders’ equity: Common stock 18,817 — — 18,817 Equity investment in affiliates — 274,634 (274,634 ) — Common stock – additional paid-in capital 4,629,423 — — 4,629,423 Cumulative net earnings 1,428,077 17,564 (17,564 ) 1,428,077 Cumulative dividends paid (2,361,580 ) — — (2,361,580 ) Accumulated other comprehensive income (loss) (21,702 ) 103 (103 ) (21,702 ) Total stockholders’ equity 3,693,035 292,301 (292,301 ) 3,693,035 Noncontrolling interest 359,498 (38 ) 38 359,498 Total equity 4,052,533 292,263 (292,263 ) 4,052,533 Total liabilities and equity $ 8,356,758 $ 695,496 $ (436,802 ) $ 8,615,452 CONSOLIDATING BALANCE SHEET Unaudited (in thousands, except per share amounts) December 31, 2015 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated ASSETS Real estate properties Land and buildings $ 6,184,507 $ 559,451 $ — $ 6,743,958 Less accumulated depreciation (991,314 ) (27,836 ) — (1,019,150 ) Real estate properties – net 5,193,193 531,615 — 5,724,808 Investment in direct financing leases 587,701 — — 587,701 Mortgage notes receivable – net 679,795 — — 679,795 6,460,689 531,615 — 6,992,304 Other investments – net 89,299 — — 89,299 6,549,988 531,615 — 7,081,603 Assets held for sale – net 6,599 — — 6,599 Total investments 6,556,587 531,615 — 7,088,202 Cash and cash equivalents 1,592 3,832 — 5,424 Restricted cash 8,058 6,549 — 14,607 Accounts receivable – net 196,107 7,755 — 203,862 Goodwill 630,404 15,279 — 645,683 Investment in affiliates 300,409 — (300,409 ) — Other assets 53,732 7,499 — 61,231 Total assets $ 7,746,889 $ 572,529 $ (300,409 ) $ 8,019,009 LIABILITIES AND EQUITY Revolving line of credit $ 230,000 $ — $ — $ 230,000 Term loan 750,000 — — 750,000 Secured borrowings — 361,460 (125,256 ) 236,204 Unsecured borrowings – net 2,352,882 — — 2,352,882 Accrued expenses and other liabilities 326,815 6,891 — 333,706 Deferred income taxes — 15,352 — 15,352 Intercompany payable (13,673 ) 13,673 — — Total liabilities 3,646,024 397,376 (125,256 ) 3,918,144 Stockholders’ equity: Common stock 18,740 — — 18,740 Equity investment in affiliates — 156,830 (156,830 ) — Common stock – additional paid-in capital 4,609,474 — — 4,609,474 Cumulative net earnings 1,372,522 18,246 (18,246 ) 1,372,522 Cumulative dividends paid (2,254,038 ) — — (2,254,038 ) Accumulated other comprehensive income (loss) (8,712 ) 77 (77 ) (8,712 ) Total stockholders’ equity 3,737,986 175,153 (175,153 ) 3,737,986 Noncontrolling interest 362,879 — — 362,879 Total equity 4,100,865 175,153 (175,153 ) 4,100,865 Total liabilities and equity $ 7,746,889 $ 572,529 $ (300,409 ) $ 8,019,009 CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (in thousands, except per share amounts) Three Months Ended March 31, 2016 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 163,393 $ 13,310 $ - $ 176,703 Income from direct financing leases 15,442 - - 15,442 Mortgage interest income 16,606 - - 16,606 Other investment income – net 4,128 - - 4,128 Total operating revenues 199,569 13,310 - 212,879 Expenses Depreciation and amortization 57,279 5,154 - 62,433 General and administrative 10,343 112 - 10,455 Acquisition costs 2,429 1,342 - 3,771 Impairment loss on real estate properties 34,340 218 - 34,558 Provisions for uncollectible mortgages, notes and accounts receivable 1,862 3,262 - 5,124 Total operating expenses 106,253 10,088 - 116,341 Income before other income and expense 93,316 3,222 - 96,538 Other income (expense): Interest income 5 3 - 8 Interest expense (33,389 ) (3,833 ) - (37,222 ) Interest – amortization of deferred financing costs (2,126 ) (6 ) - (2,132 ) Interest – refinancing costs (298 ) - - (298 ) Realized loss on foreign exchange (22 ) - - (22 ) Equity in earnings (682 ) - 682 - Total other expense (36,512 ) (3,836 ) 682 (39,666 ) Income before gain (loss) on assets sold 56,804 (614 ) 682 56,872 Gain on assets sold - net 1,571 - - 1,571 Income from continuing operations before income taxes 58,375 (614 ) 682 58,443 Income taxes (141 ) (106 ) - (247 ) Net income 58,234 (720 ) 682 58,196 Net income attributable to noncontrolling interest (2,679 ) 38 - (2,641 ) Net income available to common stockholders $ 55,555 $ (682 ) $ 682 $ 55,555 Net income $ 58,234 $ (720 ) $ 682 $ 58,196 Other comprehensive loss – foreign currency translation (4,730 ) - - (4,730 ) Other comprehensive loss – cash flow hedges (8,876 ) - - (8,876 ) Total comprehensive income 44,628 (720 ) 682 44,590 (Deduct) add: comprehensive income (loss) attributable to noncontrolling interest (2,063 ) 38 - (2,025 ) Comprehensive income attributable to common stockholders $ 42,565 $ (682 ) $ 682 $ 42,565 CONSOLIDATING STATEMENTS OF OPERATIONS Unaudited (in thousands, except per share amounts) Three Months Ended March 31, 2015 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 98,589 $ 2,375 $ - $ 100,964 Income from direct financing leases 14,346 - - 14,346 Mortgage interest income 16,579 - - 16,579 Other investment income – net 1,531 - - 1,531 Total operating revenues 131,045 2,375 - 133,420 Expenses Depreciation and amortization 29,611 999 - 30,610 General and administrative 5,985 29 - 6,014 Acquisition costs 4,868 - - 4,868 Provision for impairment on real estate properties 5,982 - - 5,982 Provision for uncollectible mortgages, notes and accounts receivable (2 ) - - (2 ) Total operating expenses 46,444 1,028 - 47,472 Income before other income and expense 84,601 1,347 - 85,948 Other income (expense): Interest income 190 3 - 193 Interest expense (31,842 ) (517 ) - (32,359 ) Interest – amortization of deferred financing costs (1,348 ) (5 ) - (1,353 ) Interest – refinancing costs (9,377 ) - - (9,377 ) Equity in earnings 828 - (828 ) - Total other expense (41,549 ) (519 ) (828 ) (42,896 ) Net income available to common stockholders $ 43,052 $ 828 $ (828 ) $ 43,052 CONSOLIDATING STATEMENTS OF CASH FLOWS Unaudited (in thousands) Three Months Ended March 31, 2016 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Consolidated Cash flows from operating activities Net income $ 58,234 $ (720 ) $ 682 $ 58,196 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 57,279 5,154 — 62,433 Provision for impairment on real estate properties 34,340 218 — 34,558 Provision for uncollectible mortgages, notes and accounts receivable 1,862 3,262 — 5,124 Amortization of deferred financing and refinancing costs 2,424 6 — 2,430 Accretion of direct financing leases (2,921 ) — — (2,921 ) Stock-based compensation 2,778 — — 2,778 Gain on assets sold – net (1,571 ) — — (1,571 ) Amortization of acquired in-place leases - net (4,300 ) — — (4,300 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net 581 (21 ) — 560 Straight-line rent receivables (9,111 ) (836 ) — (9,947 ) Lease inducements 647 — — 647 Effective yield receivable on mortgage notes (819 ) — — (819 ) Other operating assets and liabilities (10,793 ) (8,514 ) (682 ) (19,989 ) Net cash provided by (used in) operating activities 128,630 (1,451 ) — 127,179 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (401,700 ) (14,404 ) — (416,104 ) Investment in construction in progress (16,316 ) — — (16,316 ) Deposit to acquire real estate — (113,816 ) — (113,816 ) Investment in U.K. subsidiary (127,239 ) 127,239 — — Placement of mortgage loans (6,162 ) — — (6,162 ) Proceeds from sale of real estate investments 2,392 — — 2,392 Capital improvements to real estate investments (9,004 ) (540 ) — (9,544 ) Proceeds from other investments 1,461 — — 1,461 Investments in other investments (116,003 ) — — (116,003 ) Collection of mortgage principal 312 — — 312 Net cash used in investing activities (672,259 ) (1,521 ) — (673,780 ) Cash flows from financing activities Proceeds from credit facility borrowings 670,000 — — 670,000 Payments on credit facility borrowings (370,000 ) — — (370,000 ) Receipts of other long-term borrowings 350,000 — — 350,000 Payments of other long-term borrowings — (309 ) — (309 ) Payments of financing related costs (3,552 ) (24 ) — (3,576 ) Receipts from dividend reinvestment plan 19,596 — — 19,596 Payments for exercised options and restricted stock – net (2,381 ) — — (2,381 ) Dividends paid (107,500 ) — — (107,500 ) Redemption of OP Units (10 ) — — (10 ) Distributions to OP Unit Holders (5,131 ) — — (5,131 ) Net cash provided by (used in) financing activities 551,022 (333 ) — 550,689 Increase (decrease) in cash and cash equivalents 7,393 (3,305 ) — 4,088 Effect of foreign currency translation on cash and cash equivalents — (105 ) — (105 ) Cash and cash equivalents at beginning of period 1,592 3,832 — 5,424 Cash and cash equivalents at end of period $ 8,985 $ 422 $ — $ 9,407 CONSOLIDATING STATEMENTS OF CASH FLOWS Unaudited (in thousands) Three Months Ended March 31, 2015 Issuer & Non-Guarantor Elimination Consolidated Cash flows from operating activities Net income $ 43,052 $ 828 $ (828 ) $ 43,052 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 29,611 999 — 30,610 Provision for impairment on real estate properties 5,982 — — 5,982 Provision for uncollectible mortgages, notes and accounts receivable (2 ) — — (2 ) Amortization of deferred financing and refinancing costs 10,725 5 — 10,730 Accretion of direct financing leases (2,614 ) — — (2,614 ) Stock-based compensation 1,610 — — 1,610 Amortization of acquired in-place leases - net (1,192 ) — — (1,192 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net (196 ) — — (196 ) Straight-line rent receivables (5,124 ) (151 ) — (5,275 ) Lease inducements (2,110 ) — — (2,110 ) Effective yield receivable on mortgage notes (1,120 ) — — (1,120 ) Other operating assets and liabilities 23,373 (382 ) 828 23,819 Net cash provided by operating activities 101,995 1,299 — 103,294 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (6,300 ) — — (6,300 ) Investment in construction in progress (5,851 ) — — (5,851 ) Placement of mortgage loans (2,002 ) — — (2,002 ) Proceeds from sale of real estate investments 255 — — 255 Capital improvements to real estate investments (4,605 ) (999 ) — (5,604 ) Proceeds from other investments 2,155 — — 2,155 Investments in other investments (1,468 ) — — (1,468 ) Collection of mortgage principal 288 — — 288 Net cash used in investing activities (17,528 ) (999 ) — (18,527 ) Cash flows from financing activities Proceeds from credit facility borrowings 6,000 — — 6,000 Payments on credit facility borrowings (91,000 ) — — (91,000 ) Receipts of other long-term borrowings 689,822 — — 689,822 Payments of other long-term borrowings (347,583 ) (300 ) — (347,883 ) Payments of financing related costs (21,318 ) — — (21,318 ) Receipts from dividend reinvestment plan 5,414 — — 5,414 Payments for exercised options and restricted stock – net (1,906 ) — — (1,906 ) Net proceeds from issuance of common stock 440,019 — — 440,019 Dividends paid (68,261 ) — — (68,261 ) Net cash provided by (used in) financing activities 611,187 (300 ) — 610,887 Increase in cash and cash equivalents 695,654 — — 695,654 Cash and cash equivalents at beginning of period 4,489 — — 4,489 Cash and cash equivalents at end of period $ 700,143 $ — $ — $ 700,143 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 17 – SUBSEQUENT EVENTS On April 1, 2016, we acquired 10 care homes (similar to ALFs in the United States) in the United Kingdom from an unrelated third party for approximately $114 million in cash and leased them to an existing operator. The 10 care homes with 743 registered beds were added to the existing operator’s master lease, which has an initial annual cash yield of 7%. On April 29, 2016, four facilities with a carrying value of approximately $15 million which were held for sale at March 31, 2016 were sold for approximately $24 million. In conjunction with this transaction, the operator also paid us approximately $55 million to retire approximately $50 million of certain mortgages and other investments. |
BASIS OF PRESENTATION AND SIG25
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
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 (refer to Note 17 – Subsequent Events). 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. |
Goodwill Impairment | Goodwill Impairment 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 reporting unit. 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 reporting unit is less than its carrying amount. If we conclude that it is more likely than not that the fair value of the reporting unit 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. The goodwill is not 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 owned 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. As of March 31, 2016, 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. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests is the portion of equity in the Omega OP not attributable to the Company. 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. 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. Gains and losses resulting from this translation are included in accumulated other comprehensive loss (“AOCL”) as a separate component of equity and a proportionate amount of gain or loss is allocated to noncontrolling interest. 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 AOCL. |
Derivative Instruments | Derivative Instruments During our normal course of business, we may use certain types of derivative instruments for the purpose of managing interest rate and currency risk. To qualify for hedge accounting, derivative instruments used for risk management purposes must effectively reduce the risk exposure that they are designed to hedge. In addition, at inception of a qualifying cash flow hedging relationship, the underlying transaction or transactions, must be, and are expected to remain, probable of occurring in accordance with the Company’s related assertions. The Company recognizes all derivative instruments, including embedded derivatives required to be bifurcated, as assets or liabilities in the Consolidated Balance Sheets at their fair value which are determined using a market approach and Level 2 inputs. Changes in the fair value of derivative instruments that are not designated in hedging relationships or that do not meet the criteria of hedge accounting are recognized in earnings. For derivatives designated as qualifying cash flow hedging relationships, the change in fair value of the effective portion of the derivatives is recognized in AOCL as a separate component of equity and a proportionate amount of gain or loss is allocated to noncontrolling interest, whereas the change in fair value of the ineffective portion is recognized in earnings. We formally document all relationships between hedging instruments and hedged items, as well as its risk-management objectives and strategy for undertaking various hedge transactions. This process includes designating all derivatives that are part of a hedging relationship to specific forecasted transactions as well as recognized obligations or assets in the Consolidated Balance Sheets. We also assess and document, both at inception of the hedging relationship and on a quarterly basis thereafter, whether the derivatives are highly effective in offsetting the designated risks associated with the respective hedged items. If it is determined that a derivative ceases to be highly effective as a hedge, or that it is probable the underlying forecasted transaction will not occur, we discontinue hedge accounting prospectively and record the appropriate adjustment to earnings based on the current fair value of the derivative. As a matter of policy, we do not use derivatives for trading or speculative purposes. At March 31, 2016 and December 31, 2015, we had $9.6 million and $0.7 million, respectively, of qualifying cash flow hedges recorded at fair value in accrued expenses and other liabilities on our Consolidated Balance Sheets. |
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, a mortgage recognized on an effective yield basis or the existence of lease inducements, we generally provide an allowance for straight-line, effective interest, and or lease inducement accounts receivable when certain conditions or indicators of adverse collectability are present. A summary of our net receivables by type is as follows: March 31, December 31, 2016 2015 (in thousands) Contractual receivables $ 7,885 $ 8,452 Effective yield interest receivables 8,636 9,028 Straight-line receivables 181,715 175,709 Lease inducements 10,335 10,982 Allowance (302 ) (309 ) Accounts receivable – net $ 208,269 $ 203,862 In the first quarter of 2016, we entered into agreements to transition 27 facilities from one of our former operators to a current operator. As a result of the transition, we wrote off approximately $3.4 million of straight line receivable from the former operator. We continuously evaluate the payment history and financial strength of our operators and have historically established allowance reserves for straight-line rent receivables 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. |
Related Party Transactions | Related Party Transactions The Company has a policy which generally requires related party transactions to be approved or ratified by the Audit Committee. A member of the Board of Directors of the Company, together with certain members of his immediate family, beneficially owned approximately 34% of the equity of Laurel Healthcare Holdings, Inc. (“Laurel”). On February 1, 2016, we acquired 10 SNFs from Laurel for approximately $169.0 million in cash and leased them to an unrelated existing operator. Immediately following our acquisition, the unrelated existing operator acquired all of the outstanding equity interests of Laurel, including the interests previously held by a director of the Company and his family. |
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 No. 2015-02, Amendments to the Consolidation Analysis In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718) |
BASIS OF PRESENTATION AND SIG26
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of summary of net receivables | A summary of our net receivables by type is as follows: March 31, December 31, 2016 2015 (in thousands) Contractual receivables $ 7,885 $ 8,452 Effective yield interest receivables 8,636 9,028 Straight-line receivables 181,715 175,709 Lease inducements 10,335 10,982 Allowance (302 ) (309 ) Accounts receivable – net $ 208,269 $ 203,862 |
PROPERTIES AND INVESTMENTS (Tab
PROPERTIES AND INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate [Abstract] | |
Schedule of summary of significant acquisitions | The following tables summarize the significant acquisitions that occurred in 2016. Number of Facilities Land Building & Site Improvements Furniture & Fixtures Initial Cash Period SNF ALF Country/ State Total Investment (in millions) Yield (%) Q1 - 1 UK $ 8.3 $ 1.4 $ 6.7 $ 0.2 7.00 Q1 - 1 UK 6.1 (1) 0.6 5.3 0.2 7.00 Q1 10 - OH, VA, MI 169.0 (1) (3) 10.5 152.5 6.0 8.50 Q1 - - FL 2.5 (2) 2.5 - - - Q1 - 2 GA 20.2 0.8 18.3 1.1 7.50 Q1 3 - MD 25.0 2.5 19.9 2.6 8.50 Q1 21 - VA, NC 212.5 (1) 19.3 181.1 12.1 8.50 Total 34 4 $ 443.6 $ 37.6 $ 383.8 $ 22.2 (1) The Company estimated the fair value of the assets acquired on the acquisition date based on certain valuation analyses that have yet to be finalized, and accordingly, the assets acquired, as detailed, are subject to adjustment once the analysis is completed. (2) Accounted for as an asset acquisition. (3) Acquired from a related party. Refer to Note -1 Related Party Transactions. |
Schedule of allocation of the assets acquired and liabilities assumed | The following table highlights the final allocation of the assets acquired, liabilities assumed and consideration transferred on April 1, 2015 (in thousands): Fair value of net assets acquired: Land and buildings $ 3,107,530 Investment in direct financing leases 26,823 Mortgages notes receivable 19,246 Other investments 23,619 Total investments 3,177,218 Goodwill 630,679 Accounts receivables and other assets 17,144 Cash acquired 84,858 Accrued expenses and other liabilities (223,002 ) Debt (1,410,637 ) Fair value of net assets acquired $ 2,276,260 |
Schedule of unaudited pro forma results of business acquisition | Pro Forma Three Months Ended March 31, 2015 (in thousands, except per Pro Forma Revenues $ 202,531 Pro Forma Net income $ 66,521 Earnings per share – diluted: Net income – as reported $ 0.32 Net income – pro forma $ 0.35 |
DIRECT FINANCING LEASES (Tables
DIRECT FINANCING LEASES (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Leases, Capital [Abstract] | |
Schedule of components of investment in direct financing leases | The components of investments in direct financing leases consist of the following: March 31, December 31, 2016 2015 (in thousands) Minimum lease payments receivable $ 4,308,355 $ 4,320,876 Less unearned income (3,717,733 ) (3,733,175 ) Investment in direct financing leases - net $ 590,622 $ 587,701 Properties subject to direct financing leases 59 59 |
Schedule of minimum rents due under direct financing lease for the next five years | As of March 31, 2016, 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 $50,250 $50,961 $52,225 $53,507 $54,778 |
MORTGAGE NOTES RECEIVABLE (Tabl
MORTGAGE NOTES RECEIVABLE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Mortgage Notes Receivable Investments [Abstract] | |
Schedule of outstanding principal amounts of mortgage notes receivable, net of allowances | The outstanding principal amounts of mortgage notes receivable, net of allowances, were as follows: March 31, December 31, 2016 2015 (in thousands) Mortgage note due 2023; interest at 11.00% $ 69,928 $ 69,928 Mortgage note due 2024; interest at 9.79% 112,500 112,500 Mortgage note due 2029; interest at 9.23% 413,095 413,399 Other mortgage notes outstanding (1) 65,046 83,968 Mortgage notes receivable, gross 660,569 679,795 Allowance for loss on mortgage notes receivable — — Total mortgages — net $ 660,569 $ 679,795 (1) Other mortgage notes outstanding have stated interest rates ranging from 8.35% to 12.0% and maturity dates through 2053. |
OTHER INVESTMENTS (Tables)
OTHER INVESTMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
Schedule of other investments | A summary of our other investments is as follows: March 31, December 31, 2016 2015 (in thousands) Other investment note due 2017; interest at 8.50% $ 12,000 $ — Other investment note due 2017; interest at 8.50% 12,099 — Other investment note due 2019; interest at 10.50% 49,271 — Other investment note due 2020; interest at 10.00% 23,000 23,000 Other investment note due 2028; interest at 8.50% 20,000 — Other investment note due 2030; interest at 6.66% 31,905 26,966 Other investment notes outstanding (1) 58,559 42,293 Other investments, gross 206,834 92,259 Allowance for loss on other investments (3,002 ) (2,960 ) Total other investments $ 203,832 $ 89,299 (1) Other investment notes have maturity dates through 2028 and interest rates ranging from 6.50% to 12.0%. |
ASSETS HELD FOR SALE (Tables)
ASSETS HELD FOR SALE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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, 2015 3 $ 6,599 Properties sold (1) (2 ) (600 ) Properties added (2) 24 67,590 March 31, 2016 25 $ 73,589 (1) In the first quarter of 2016, we sold two SNFs for approximately $2.4 million in net proceeds recognizing a gain on sale of approximately $1.6 million. (2) In the first quarter of 2016, we reclassified eight ALFs and 16 SNFs located in six states to assets held for sale. We recorded approximately $34.6 million impairment charges on 14 facilities to reduce their net book values to their estimated fair value less costs to sell. See Note 2 – Properties and Investments. |
INTANGIBLES (Tables)
INTANGIBLES (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangibles | The following is a summary of our intangibles as of March 31, 2016 and December 31, 2015 March 31, 2016 December 31, 2015 (in thousands) Assets: Goodwill $ 645,568 $ 645,683 Above market leases $ 23,545 $ 21,901 In-place leases 167 386 Accumulated amortization (14,619 ) (14,162 ) Net intangible assets $ 9,093 $ 8,125 Liabilities: Below market leases $ 166,486 $ 165,331 Accumulated amortization (59,859 ) (55,131 ) Net intangible liabilities $ 106,627 $ 110,200 |
Schedule of reconciliation of goodwill | The following is a reconciliation of our goodwill as of March 31, 2016: (in thousands) Balance as of December 31, 2015 $ 645,683 Add: additional valuation adjustments related to preliminary valuations 275 Less: foreign currency translation (390 ) Balance as of March 31, 2016 $ 645,568 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Schedule of unrecognized compensation cost associated with outstanding restricted stock and PRSU awards and LTIP Unit awards | The following table summarizes our total unrecognized compensation cost as of March 31, 2016 associated with restricted stock, restricted stock units, PRSU awards, and LTIP Unit awards to employees: Grant Year Shares/ Units (1) Grant Date Average Fair Value Per Unit/ Share Total Compensation Cost (in millions) (2) Weighted Average Period of Expense Recognition (in months) Unrecognized Compensation Cost (in millions) Performance Period Vesting Dates RSUs 2013 RSU 2013 195,822 $ 29.80 $ 5.8 36 $ 1.4 N/A 12/31/14 - 12/31/16 2014 RSU 2014 106,778 29.80 3.2 36 0.8 N/A 12/31/2016 3/31/15 RSU 2015 109,985 40.57 4.5 33 2.8 N/A 12/31/2017 4/1/15 RSU 2015 40,464 40.74 1.6 33 1.1 N/A 12/31/2017 Assumed Aviv RSU 2015 18,920 24.92 0.5 21 0.2 N/A 12/31/2016 Assumed Aviv RSU 2015 7,799 35.08 0.3 33 0.2 N/A 12/31/15-12/31/17 3/17/16 RSU 2016 131,006 34.78 4.6 33 4.5 N/A 12/31/2018 Restricted Stock Units Total 610,774 $ 33.45 $ 20.5 $ 11.0 TSR PRSUs and LTIP Units 2016 Transition TSR 2013 101,591 8.67 0.9 36 0.2 12/31/2013-12/31/2016 12/31/2016 2016 TSR 2014 135,634 8.67 1.2 48 0.5 1/1/2014-12/31/2016 Quarterly in 2017 3/31/15 2017 LTIP Units 2015 137,249 14.66 2.0 45 1.5 1/1/2015-12/31/2017 Quarterly in 2018 4/1/2015 2017 LTIP Units 2015 54,151 14.80 0.8 45 0.6 1/1/2015-12/31/2017 Quarterly in 2018 7/31/15 2016 Transition TSR 2015 22,091 18.51 0.4 5 - 12/31/2013-12/31/2016 12/31/2016 7/31/15 2017 LTIP Units 2015 5,823 8.78 0.1 5 - 1/1/2015-12/31/2017 12/31/2017 3/17/16 2018 LTIP Units 2016 372,069 13.21 4.9 45 4.9 1/1/2016-12/31/2018 Quarterly in 2019 TSR PRSUs & LTIP Total 828,608 $ 12.44 $ 10.3 $ 7.7 Relative TSR PRSUs 2016 Transition Relative TSR 2013 101,588 14.24 1.4 36 0.4 12/31/2013-12/31/2016 12/31/2016 2016 Relative TSR 2014 135,634 14.24 1.9 48 0.8 1/1/2014-12/31/2016 Quarterly in 2017 3/31/15 2017 Relative TSR 2015 137,249 22.50 3.1 45 2.3 1/1/2015-12/31/2017 Quarterly in 2018 4/1/2015 2017 Relative TSR 2015 54,151 22.91 1.2 45 0.9 1/1/2015-12/31/2017 Quarterly in 2018 7/31/15 2016 Relative TSR 2015 22,100 19.60 0.4 5 - 12/31/2013-12/31/2016 12/31/2016 7/31/15 2017 Relative TSR 2015 5,826 17.74 0.1 5 - 1/1/2015-12/31/2017 12/31/2017 3/17/16 2018 Relative TSR 2016 307,480 16.45 5.1 45 5.0 1/1/2016-12/31/2018 Quarterly in 2019 Relative TSR PRSUs Total 764,028 $ 17.41 $ 13.2 $ 9.4 Grand Total 2,203,410 $ 19.99 $ 44.0 $ 28.1 (1) Shares/units are net of shares cancelled. (2) Total compensation costs are net of shares cancelled. |
BORROWING ACTIVITIES AND ARRA34
BORROWING ACTIVITIES AND ARRANGEMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of long-term borrowings | The following is a summary of our long-term borrowings: Rate as of March 31, March 31, December 31, Maturity 2016 2016 2015 (in thousands) Secured borrowings: GE term loan 2019 4.11 % $ 180,000 $ 180,000 HUD mortgages assumed December 2011 (1) 2044 3.06 % 55,895 56,204 Total secured borrowings 235,895 236,204 Unsecured borrowings: Revolving line of credit 2018 1.73 % 530,000 230,000 Tranche A-1 term loan 2019 1.93 % 200,000 200,000 Tranche A-2 term loan 2017 1.94 % 200,000 200,000 Tranche A-3 term loan 2021 1.93 % 350,000 — Omega OP term loan 2017 1.94 % 100,000 100,000 2015 term loan 2022 2.23 % 250,000 250,000 1,630,000 980,000 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 2026 notes 2026 5.25 % 600,000 600,000 2027 notes 2027 4.50 % 700,000 700,000 Subordinated debt 2021 9.00 % 20,000 20,000 2,370,000 2,370,000 Discount - net (16,703 ) (17,118 ) Total unsecured borrowings 3,983,297 3,332,882 Total – net $ 4,219,192 $ 3,569,086 (1) Reflects the weighted average annual contractual interest rate on the mortgages at March 31, 2016 excluding a third-party administration fee of approximately 0.5%. Secured by real estate assets with a net carrying value of $68.6 million. |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of the carrying amounts and fair values of financial instruments | At March 31, 2016 and December 31, 2015, the carrying amounts and fair values of our financial instruments were as follows: March 31, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value (in thousands) Assets: Cash and cash equivalents $ 9,407 $ 9,407 $ 5,424 $ 5,424 Restricted cash 12,327 12,327 14,607 14,607 Investments in direct financing leases – net 590,622 587,297 587,701 584,358 Mortgage notes receivable – net 660,569 672,427 679,795 687,130 Other investments – net 203,832 203,751 89,299 90,745 Total $ 1,476,757 $ 1,485,209 $ 1,376,826 $ 1,382,264 Liabilities: Revolving line of credit $ 530,000 $ 530,000 $ 230,000 $ 230,000 Tranche A-1 term loan 200,000 200,000 200,000 200,000 Tranche A-2 term loan 200,000 200,000 200,000 200,000 Tranche A-3 term loan 350,000 350,000 — — Omega OP term loan 100,000 100,000 100,000 100,000 2015 term loan 250,000 250,000 250,000 250,000 5.875% notes due 2024 – net 400,000 431,815 400,000 429,956 4.95% notes due 2024 – net 395,475 404,036 395,333 403,064 4.50% notes due 2025 – net 248,152 241,082 248,099 242,532 5.25% notes due 2026 – net 598,384 610,605 598,343 612,760 4.50% notes due 2027 – net 690,705 666,652 690,494 667,651 GE term loan due 2019 180,000 180,000 180,000 180,000 HUD debt – net 55,895 54,319 56,204 52,678 Subordinated debt – net 20,581 24,342 20,613 24,366 Total $ 4,219,192 $ 4,242,851 $ 3,569,086 $ 3,593,007 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Net Income Available To Common Per Share | |
Schedule of computation of basic and diluted earnings per share | The following tables set forth the computation of basic and diluted earnings per share: Three Months Ended March 31, 2016 2015 (in thousands, except per Numerator: Net income $ 58,196 $ 43,052 Less: Net income attributable to noncontrolling interests (2,641 ) — Net income available to common stockholders $ 55,555 $ 43,052 Denominator: Denominator for basic earnings per share 188,228 134,346 Effect of dilutive securities: Common stock equivalents 1,175 460 Noncontrolling interest – OP units 8,947 — Denominator for diluted earnings per share 198,350 134,806 Earnings per share – basic: Net income available to common stockholders $ 0.30 $ 0.32 Earnings per share – diluted: Net income $ 0.29 $ 0.32 |
CONSOLIDATING FINANCIAL STATE37
CONSOLIDATING FINANCIAL STATEMENTS (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule of consolidating balance sheets | CONSOLIDATING BALANCE SHEET Unaudited (in thousands, except per share amounts) March 31, 2016 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated ASSETS Real estate properties Land and buildings $ 6,518,739 $ 570,221 $ — $ 7,088,960 Less accumulated depreciation (1,034,122 ) (32,901 ) — (1,067,023 ) Real estate properties – net 5,484,617 537,320 — 6,021,937 Investment in direct financing leases 590,622 — — 590,622 Mortgage notes receivable – net 660,569 — — 660,569 6,735,808 537,320 — 7,273,128 Other investments – net 203,832 — — 203,832 6,939,640 537,320 — 7,476,960 Assets held for sale – net 73,589 — — 73,589 Total investments 7,013,229 537,320 — 7,550,549 Cash and cash equivalents 8,985 422 — 9,407 Restricted cash 7,106 5,221 — 12,327 Accounts receivable – net 202,947 5,322 — 208,269 Goodwill 630,678 14,890 — 645,568 Investment in affiliates 433,085 3,717 (436,802 ) — Other assets 60,728 128,604 — 189,332 Total assets $ 8,356,758 $ 695,496 $ (436,802 ) $ 8,615,452 LIABILITIES AND EQUITY Revolving line of credit $ 530,000 $ — $ — $ 530,000 Term loan 1,100,000 — — 1,100,000 Secured borrowings — 369,518 (133,623 ) 235,895 Unsecured borrowings – net 2,353,297 — — 2,353,297 Accrued expenses and other liabilities 320,928 8,004 — 328,932 Deferred income taxes — 14,795 — 14,795 Intercompany payable — 10,916 (10,916 ) — Total liabilities 4,304,225 403,233 (144,539 ) 4,562,919 Stockholders’ equity: Common stock 18,817 — — 18,817 Equity investment in affiliates — 274,634 (274,634 ) — Common stock – additional paid-in capital 4,629,423 — — 4,629,423 Cumulative net earnings 1,428,077 17,564 (17,564 ) 1,428,077 Cumulative dividends paid (2,361,580 ) — — (2,361,580 ) Accumulated other comprehensive income (loss) (21,702 ) 103 (103 ) (21,702 ) Total stockholders’ equity 3,693,035 292,301 (292,301 ) 3,693,035 Noncontrolling interest 359,498 (38 ) 38 359,498 Total equity 4,052,533 292,263 (292,263 ) 4,052,533 Total liabilities and equity $ 8,356,758 $ 695,496 $ (436,802 ) $ 8,615,452 OMEGA HEALTHCARE INVESTORS, INC. CONSOLIDATING BALANCE SHEET Unaudited (in thousands, except per share amounts) December 31, 2015 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated ASSETS Real estate properties Land and buildings $ 6,184,507 $ 559,451 $ — $ 6,743,958 Less accumulated depreciation (991,314 ) (27,836 ) — (1,019,150 ) Real estate properties – net 5,193,193 531,615 — 5,724,808 Investment in direct financing leases 587,701 — — 587,701 Mortgage notes receivable – net 679,795 — — 679,795 6,460,689 531,615 — 6,992,304 Other investments – net 89,299 — — 89,299 6,549,988 531,615 — 7,081,603 Assets held for sale – net 6,599 — — 6,599 Total investments 6,556,587 531,615 — 7,088,202 Cash and cash equivalents 1,592 3,832 — 5,424 Restricted cash 8,058 6,549 — 14,607 Accounts receivable – net 196,107 7,755 — 203,862 Goodwill 630,404 15,279 — 645,683 Investment in affiliates 300,409 — (300,409 ) — Other assets 53,732 7,499 — 61,231 Total assets $ 7,746,889 $ 572,529 $ (300,409 ) $ 8,019,009 LIABILITIES AND EQUITY Revolving line of credit $ 230,000 $ — $ — $ 230,000 Term loan 750,000 — — 750,000 Secured borrowings — 361,460 (125,256 ) 236,204 Unsecured borrowings – net 2,352,882 — — 2,352,882 Accrued expenses and other liabilities 326,815 6,891 — 333,706 Deferred income taxes — 15,352 — 15,352 Intercompany payable (13,673 ) 13,673 — — Total liabilities 3,646,024 397,376 (125,256 ) 3,918,144 Stockholders’ equity: Common stock 18,740 — — 18,740 Equity investment in affiliates — 156,830 (156,830 ) — Common stock – additional paid-in capital 4,609,474 — — 4,609,474 Cumulative net earnings 1,372,522 18,246 (18,246 ) 1,372,522 Cumulative dividends paid (2,254,038 ) — — (2,254,038 ) Accumulated other comprehensive income (loss) (8,712 ) 77 (77 ) (8,712 ) Total stockholders’ equity 3,737,986 175,153 (175,153 ) 3,737,986 Noncontrolling interest 362,879 — — 362,879 Total equity 4,100,865 175,153 (175,153 ) 4,100,865 Total liabilities and equity $ 7,746,889 $ 572,529 $ (300,409 ) $ 8,019,009 |
Schedule of consolidating statement of operations | CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (in thousands, except per share amounts) Three Months Ended March 31, 2016 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 163,393 $ 13,310 $ - $ 176,703 Income from direct financing leases 15,442 - - 15,442 Mortgage interest income 16,606 - - 16,606 Other investment income – net 4,128 - - 4,128 Total operating revenues 199,569 13,310 - 212,879 Expenses Depreciation and amortization 57,279 5,154 - 62,433 General and administrative 10,343 112 - 10,455 Acquisition costs 2,429 1,342 - 3,771 Impairment loss on real estate properties 34,340 218 - 34,558 Provisions for uncollectible mortgages, notes and accounts receivable 1,862 3,262 - 5,124 Total operating expenses 106,253 10,088 - 116,341 Income before other income and expense 93,316 3,222 - 96,538 Other income (expense): Interest income 5 3 - 8 Interest expense (33,389 ) (3,833 ) - (37,222 ) Interest – amortization of deferred financing costs (2,126 ) (6 ) - (2,132 ) Interest – refinancing costs (298 ) - - (298 ) Realized loss on foreign exchange (22 ) - - (22 ) Equity in earnings (682 ) - 682 - Total other expense (36,512 ) (3,836 ) 682 (39,666 ) Income before gain (loss) on assets sold 56,804 (614 ) 682 56,872 Gain on assets sold - net 1,571 - - 1,571 Income from continuing operations before income taxes 58,375 (614 ) 682 58,443 Income taxes (141 ) (106 ) - (247 ) Net income 58,234 (720 ) 682 58,196 Net income attributable to noncontrolling interest (2,679 ) 38 - (2,641 ) Net income available to common stockholders $ 55,555 $ (682 ) $ 682 $ 55,555 Net income $ 58,234 $ (720 ) $ 682 $ 58,196 Other comprehensive loss – foreign currency translation (4,730 ) - - (4,730 ) Other comprehensive loss – cash flow hedges (8,876 ) - - (8,876 ) Total comprehensive income 44,628 (720 ) 682 44,590 (Deduct) add: comprehensive income (loss) attributable to noncontrolling interest (2,063 ) 38 - (2,025 ) Comprehensive income attributable to common stockholders $ 42,565 $ (682 ) $ 682 $ 42,565 CONSOLIDATING STATEMENTS OF OPERATIONS Unaudited (in thousands, except per share amounts) Three Months Ended March 31, 2015 Issuer & Subsidiary Guarantors Non – Guarantor Subsidiaries Elimination Consolidated Revenue Rental income $ 98,589 $ 2,375 $ - $ 100,964 Income from direct financing leases 14,346 - - 14,346 Mortgage interest income 16,579 - - 16,579 Other investment income – net 1,531 - - 1,531 Total operating revenues 131,045 2,375 - 133,420 Expenses Depreciation and amortization 29,611 999 - 30,610 General and administrative 5,985 29 - 6,014 Acquisition costs 4,868 - - 4,868 Provision for impairment on real estate properties 5,982 - - 5,982 Provision for uncollectible mortgages, notes and accounts receivable (2 ) - - (2 ) Total operating expenses 46,444 1,028 - 47,472 Income before other income and expense 84,601 1,347 - 85,948 Other income (expense): Interest income 190 3 - 193 Interest expense (31,842 ) (517 ) - (32,359 ) Interest – amortization of deferred financing costs (1,348 ) (5 ) - (1,353 ) Interest – refinancing costs (9,377 ) - - (9,377 ) Equity in earnings 828 - (828 ) - Total other expense (41,549 ) (519 ) (828 ) (42,896 ) Net income available to common stockholders $ 43,052 $ 828 $ (828 ) $ 43,052 |
Schedule of consolidating statement of cash flows | CONSOLIDATING STATEMENTS OF CASH FLOWS Unaudited (in thousands) Three Months Ended March 31, 2016 Issuer & Subsidiary Guarantors Non-Guarantor Subsidiaries Elimination Consolidated Cash flows from operating activities Net income $ 58,234 $ (720 ) $ 682 $ 58,196 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 57,279 5,154 — 62,433 Provision for impairment on real estate properties 34,340 218 — 34,558 Provision for uncollectible mortgages, notes and accounts receivable 1,862 3,262 — 5,124 Amortization of deferred financing and refinancing costs 2,424 6 — 2,430 Accretion of direct financing leases (2,921 ) — — (2,921 ) Stock-based compensation 2,778 — — 2,778 Gain on assets sold – net (1,571 ) — — (1,571 ) Amortization of acquired in-place leases - net (4,300 ) — — (4,300 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net 581 (21 ) — 560 Straight-line rent receivables (9,111 ) (836 ) — (9,947 ) Lease inducements 647 — — 647 Effective yield receivable on mortgage notes (819 ) — — (819 ) Other operating assets and liabilities (10,793 ) (8,514 ) (682 ) (19,989 ) Net cash provided by (used in) operating activities 128,630 (1,451 ) — 127,179 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (401,700 ) (14,404 ) — (416,104 ) Investment in construction in progress (16,316 ) — — (16,316 ) Deposit to acquire real estate — (113,816 ) — (113,816 ) Investment in U.K. subsidiary (127,239 ) 127,239 — — Placement of mortgage loans (6,162 ) — — (6,162 ) Proceeds from sale of real estate investments 2,392 — — 2,392 Capital improvements to real estate investments (9,004 ) (540 ) — (9,544 ) Proceeds from other investments 1,461 — — 1,461 Investments in other investments (116,003 ) — — (116,003 ) Collection of mortgage principal 312 — — 312 Net cash used in investing activities (672,259 ) (1,521 ) — (673,780 ) Cash flows from financing activities Proceeds from credit facility borrowings 670,000 — — 670,000 Payments on credit facility borrowings (370,000 ) — — (370,000 ) Receipts of other long-term borrowings 350,000 — — 350,000 Payments of other long-term borrowings — (309 ) — (309 ) Payments of financing related costs (3,552 ) (24 ) — (3,576 ) Receipts from dividend reinvestment plan 19,596 — — 19,596 Payments for exercised options and restricted stock – net (2,381 ) — — (2,381 ) Dividends paid (107,500 ) — — (107,500 ) Redemption of OP Units (10 ) — — (10 ) Distributions to OP Unit Holders (5,131 ) — — (5,131 ) Net cash provided by (used in) financing activities 551,022 (333 ) — 550,689 Increase (decrease) in cash and cash equivalents 7,393 (3,305 ) — 4,088 Effect of foreign currency translation on cash and cash equivalents — (105 ) — (105 ) Cash and cash equivalents at beginning of period 1,592 3,832 — 5,424 Cash and cash equivalents at end of period $ 8,985 $ 422 $ — $ 9,407 CONSOLIDATING STATEMENTS OF CASH FLOWS Unaudited (in thousands) Three Months Ended March 31, 2015 Issuer & Non-Guarantor Elimination Consolidated Cash flows from operating activities Net income $ 43,052 $ 828 $ (828 ) $ 43,052 Adjustment to reconcile net income to cash provided by operating activities: Depreciation and amortization 29,611 999 — 30,610 Provision for impairment on real estate properties 5,982 — — 5,982 Provision for uncollectible mortgages, notes and accounts receivable (2 ) — — (2 ) Amortization of deferred financing and refinancing costs 10,725 5 — 10,730 Accretion of direct financing leases (2,614 ) — — (2,614 ) Stock-based compensation 1,610 — — 1,610 Amortization of acquired in-place leases - net (1,192 ) — — (1,192 ) Change in operating assets and liabilities – net of amounts assumed/acquired: Accounts receivable, net (196 ) — — (196 ) Straight-line rent receivables (5,124 ) (151 ) — (5,275 ) Lease inducements (2,110 ) — — (2,110 ) Effective yield receivable on mortgage notes (1,120 ) — — (1,120 ) Other operating assets and liabilities 23,373 (382 ) 828 23,819 Net cash provided by operating activities 101,995 1,299 — 103,294 Cash flows from investing activities Acquisition of real estate – net of liabilities assumed and escrows acquired (6,300 ) — — (6,300 ) Investment in construction in progress (5,851 ) — — (5,851 ) Placement of mortgage loans (2,002 ) — — (2,002 ) Proceeds from sale of real estate investments 255 — — 255 Capital improvements to real estate investments (4,605 ) (999 ) — (5,604 ) Proceeds from other investments 2,155 — — 2,155 Investments in other investments (1,468 ) — — (1,468 ) Collection of mortgage principal 288 — — 288 Net cash used in investing activities (17,528 ) (999 ) — (18,527 ) Cash flows from financing activities Proceeds from credit facility borrowings 6,000 — — 6,000 Payments on credit facility borrowings (91,000 ) — — (91,000 ) Receipts of other long-term borrowings 689,822 — — 689,822 Payments of other long-term borrowings (347,583 ) (300 ) — (347,883 ) Payments of financing related costs (21,318 ) — — (21,318 ) Receipts from dividend reinvestment plan 5,414 — — 5,414 Payments for exercised options and restricted stock – net (1,906 ) — — (1,906 ) Net proceeds from issuance of common stock 440,019 — — 440,019 Dividends paid (68,261 ) — — (68,261 ) Net cash provided by (used in) financing activities 611,187 (300 ) — 610,887 Increase in cash and cash equivalents 695,654 — — 695,654 Cash and cash equivalents at beginning of period 4,489 — — 4,489 Cash and cash equivalents at end of period $ 700,143 $ — $ — $ 700,143 |
BASIS OF PRESENTATION AND SIG38
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | ||
Contractual receivables | $ 7,885 | $ 8,452 |
Effective yield interest receivables | 8,636 | 9,028 |
Straight-line receivables | 181,715 | 175,709 |
Lease inducements | 10,335 | 10,982 |
Allowance | (302) | (309) |
Accounts receivable - net | $ 208,269 | $ 203,862 |
BASIS OF PRESENTATION AND SIG39
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Detail) | 3 Months Ended |
Mar. 31, 2016Segment | |
Accounting Policies [Abstract] | |
Number of reportable segment | 1 |
BASIS OF PRESENTATION AND SIG40
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Detail 1) $ / shares in Units, shares in Millions, $ in Millions | Feb. 01, 2016USD ($)Facility | Mar. 31, 2016USD ($)Facility | Dec. 31, 2015USD ($) | Jun. 30, 2015shares | Apr. 01, 2015$ / sharesshares |
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Limited partnership interests owned | shares | 138.8 | ||||
Number of facilities transitioned | 27 | ||||
Straight line rent receivables wrote off | $ | $ 3.4 | ||||
Number of leased real estate properties | 985 | ||||
SNF's | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Number of leased real estate properties | 800 | ||||
Cash flow hedges | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Cash flow hedges recorded at fair value in accrued expenses and other liabilities | $ | $ 9.6 | $ 0.7 | |||
Omega OP Units | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Percentage of limited partnership interests owned | 95.00% | 95.00% | |||
Number of units settled in cash | shares | 0.2 | ||||
Aviv Operating Partnership | Omega OP Units | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Limited partnership interests owned | shares | 52.9 | ||||
Limited partnership units, redeemable, par value per share | $ / shares | $ 0.10 | ||||
Other Investors | Omega OP Units | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Percentage of limited partnership interests owned | 5.00% | 5.00% | |||
Laurel | SNF's | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Number of leased real estate properties | 10 | ||||
Purchase price of beds acquired paid in cash | $ | $ 169 | ||||
Laurel | Board of Directors | |||||
Basis Of Presentation And Significant Accounting Policies [Line Items] | |||||
Percentage of ownership interest | 34.00% |
PROPERTIES AND INVESTMENTS - Si
PROPERTIES AND INVESTMENTS - Significant acquisitions occurred in 2016 (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2016USD ($)Facility | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 985 | |
SNF's | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 800 | |
ALFs | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 84 | |
Q1 | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 443.6 | |
Q1 | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | 37.6 | |
Q1 | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 383.8 | |
Q1 | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | 22.2 | |
Q1 | UK | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 8.3 | |
Initial Cash Yield (%) | 7.00% | |
Q1 | UK | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 1.4 | |
Q1 | UK | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 6.7 | |
Q1 | UK | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | 0.2 | |
Q1 | UK | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 6.1 | [1] |
Initial Cash Yield (%) | 7.00% | |
Q1 | UK | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 0.6 | |
Q1 | UK | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 5.3 | |
Q1 | UK | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | 0.2 | |
Q1 | OH, VA, MI | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 169 | [1],[2] |
Initial Cash Yield (%) | 8.50% | |
Q1 | OH, VA, MI | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 10.5 | |
Q1 | OH, VA, MI | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 152.5 | |
Q1 | OH, VA, MI | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | 6 | |
Q1 | FL | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 2.5 | [3] |
Initial Cash Yield (%) | ||
Q1 | FL | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 2.5 | |
Q1 | FL | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | ||
Q1 | FL | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | ||
Q1 | GA | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 20.2 | |
Initial Cash Yield (%) | 7.50% | |
Q1 | GA | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 0.8 | |
Q1 | GA | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 18.3 | |
Q1 | GA | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | 1.1 | |
Q1 | MD | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 25 | |
Initial Cash Yield (%) | 8.50% | |
Q1 | MD | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 2.5 | |
Q1 | MD | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 19.9 | |
Q1 | MD | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | 2.6 | |
Q1 | VA, NC | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 212.5 | [1] |
Initial Cash Yield (%) | 8.50% | |
Q1 | VA, NC | Land | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 19.3 | |
Q1 | VA, NC | Building and site improvements | ||
Real Estate Properties [Line Items] | ||
Total Investment | 181.1 | |
Q1 | VA, NC | Furniture and fixtures | ||
Real Estate Properties [Line Items] | ||
Total Investment | $ 12.1 | |
Q1 | SNF's | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 34 | |
Q1 | SNF's | UK | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | SNF's | UK | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | SNF's | OH, VA, MI | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 10 | |
Q1 | SNF's | FL | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | SNF's | GA | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | SNF's | MD | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 3 | |
Q1 | SNF's | VA, NC | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 21 | |
Q1 | ALFs | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 4 | |
Q1 | ALFs | UK | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 1 | |
Q1 | ALFs | UK | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 1 | |
Q1 | ALFs | OH, VA, MI | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | ALFs | FL | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | ALFs | GA | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | 2 | |
Q1 | ALFs | MD | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
Q1 | ALFs | VA, NC | ||
Real Estate Properties [Line Items] | ||
Number of Facilities | Facility | ||
[1] | The Company estimated the fair value of the assets acquired on the acquisition date based on certain valuation analyses that have yet to be finalized, and accordingly, the assets acquired, as detailed, are subject to adjustment once the analysis is completed. | |
[2] | Acquired from a related party. Refer to Note -1 Related Party Transactions. | |
[3] | Accounted for as an asset acquisition. |
PROPERTIES AND INVESTMENTS - Al
PROPERTIES AND INVESTMENTS - Allocation of assets acquired and liabilities assumed (Details 1) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Apr. 01, 2015 |
Fair value of net assets acquired: | |||
Goodwill | $ 645,568 | $ 645,683 | |
Merger Agreement | Aviv REIT, Inc | |||
Fair value of net assets acquired: | |||
Land and buildings | $ 3,107,530 | ||
Investment in direct financing leases | 26,823 | ||
Mortgages notes receivable | 19,246 | ||
Other investments | 23,619 | ||
Total investments | 3,177,218 | ||
Goodwill | 630,679 | ||
Accounts receivables and other assets | 17,144 | ||
Cash acquired | 84,858 | ||
Accrued expenses and other liabilities | (223,002) | ||
Debt | (1,410,637) | ||
Fair value of net assets acquired | $ 2,276,260 |
PROPERTIES AND INVESTMENTS - Pr
PROPERTIES AND INVESTMENTS - Pro forma information (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings per share - diluted: | ||
Net income - as reported | $ 0.29 | $ 0.32 |
Pro forma | ||
Proforma Information [Line Items] | ||
Pro Forma Revenues | $ 202,531 | |
Pro Forma Net income | $ 66,521 | |
Earnings per share - diluted: | ||
Net income - as reported | $ 0.32 | |
Net income - pro forma | $ 0.35 |
PROPERTIES AND INVESTMENTS - Le
PROPERTIES AND INVESTMENTS - Leased Property (Narrative) (Detail) | 3 Months Ended |
Mar. 31, 2016Facility | |
Real Estate Properties [Line Items] | |
Number of real estate properties | 985 |
Increase in the specific annual percentage over the prior year's rent | 2.50% |
Property available for operating lease | Minimum | |
Real Estate Properties [Line Items] | |
Lease term | 5 years |
Property available for operating lease | Maximum | |
Real Estate Properties [Line Items] | |
Lease term | 15 years |
SNF's | |
Real Estate Properties [Line Items] | |
Number of real estate properties | 800 |
ALFs | |
Real Estate Properties [Line Items] | |
Number of real estate properties | 84 |
Specialty facilities | |
Real Estate Properties [Line Items] | |
Number of real estate properties | 16 |
Medical office building | |
Real Estate Properties [Line Items] | |
Number of real estate properties | 1 |
PROPERTIES AND INVESTMENTS - Av
PROPERTIES AND INVESTMENTS - Aviv Merger (Narrative) (Detail 1) $ in Thousands, shares in Millions | Apr. 01, 2015USD ($)FacilityPropertyMortgageStateOperatorshares | Mar. 31, 2016StateOperator |
Real Estate Properties [Line Items] | ||
Number of states | State | 42 | |
Number of third-party operators | Operator | 83 | |
Merger Agreement | Aviv REIT, Inc | ||
Real Estate Properties [Line Items] | ||
Conversion ratio of shares | 0.90 | |
Number of shares issued to issuable to stockholders | shares | 43.7 | |
Number of properties acquired | Property | 342 | |
Number of facilities subject to direct financing leases | Facility | 2 | |
Number of mortgage facilities | Mortgage | 2 | |
Number of states | State | 31 | |
Number of third-party operators | Operator | 38 | |
Fair value of consideration | $ | $ 2,276,260 | |
Medical office building | Merger Agreement | Aviv REIT, Inc | ||
Real Estate Properties [Line Items] | ||
Number of properties acquired | Facility | 1 |
PROPERTIES AND INVESTMENTS - As
PROPERTIES AND INVESTMENTS - Assets Sold or Held for Sale (Narrative) (Detail 2) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016USD ($)FacilityState | Mar. 31, 2015USD ($) | Dec. 31, 2015Facility | |
Real Estate Properties [Line Items] | |||
Number of states | State | 6 | ||
Amount of gain (loss) from sale of facilities | $ 1,571 | ||
SNF's | |||
Real Estate Properties [Line Items] | |||
Number of facilities sold | Facility | 2 | ||
Number of previously classified as held for sale | Facility | 2 | ||
Total cash proceeds | $ 2,400 | ||
Amount of gain (loss) from sale of facilities | 1,571 | ||
Aviv | |||
Real Estate Properties [Line Items] | |||
Impairment charge | $ 34,600 | ||
Number of facility located in state | Facility | 14 |
DIRECT FINANCING LEASES (Detail
DIRECT FINANCING LEASES (Detail) $ in Thousands | Mar. 31, 2016USD ($)Property | Dec. 31, 2015USD ($)Property |
Leases, Capital [Abstract] | ||
Minimum lease payments receivable | $ 4,308,355 | $ 4,320,876 |
Less unearned income | (3,717,733) | (3,733,175) |
Investment in direct financing leases - net | $ 590,622 | $ 587,701 |
Properties subject to direct financing leases | Property | 59 | 59 |
DIRECT FINANCING LEASES (Deta48
DIRECT FINANCING LEASES (Detail 1) $ in Thousands | Mar. 31, 2016USD ($) |
Leases, Capital [Abstract] | |
Year 1 | $ 50,250 |
Year 2 | 50,961 |
Year 3 | 52,225 |
Year 4 | 53,507 |
Year 5 | $ 54,778 |
DIRECT FINANCING LEASES (Narrat
DIRECT FINANCING LEASES (Narrative) (Detail) $ in Millions | Apr. 01, 2015StateLease | Nov. 27, 2013USD ($)FacilityBedStateLease | Dec. 31, 2014Facility | Mar. 31, 2016FacilityState | Jul. 31, 2014Facility | Jun. 30, 2014Facility |
Capital Leased Assets [Line Items] | ||||||
Number of facilities owned | 985 | |||||
Number of states | State | 42 | |||||
New Ark Investment Inc. | ||||||
Capital Leased Assets [Line Items] | ||||||
Purchase price of beds acquired paid in cash | $ | $ 529 | |||||
Number of lease | Lease | 4 | |||||
Master lease term | 50 years | 12 years | ||||
Interest on lease per annum | 10.60% | |||||
Number of facilities owned | 56 | |||||
Number of licensed beds | Bed | 5,623 | |||||
Number of states | State | 12 | |||||
Number of additional facility purchased | 3 | 3 | 3 | |||
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. | ||||||
Capital Leased Assets [Line Items] | ||||||
Number of facilities owned | 55 | |||||
ALFs | New Ark Investment Inc. | ||||||
Capital Leased Assets [Line Items] | ||||||
Number of facilities owned | 1 |
MORTGAGE NOTES RECEIVABLE (Deta
MORTGAGE NOTES RECEIVABLE (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | ||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage notes receivable, gross | $ 660,569 | $ 679,795 | |
Allowance for loss on mortgage notes receivable | 0 | 0 | |
Total mortgages - net | 660,569 | 679,795 | |
Mortgage note due 2023; interest at 11.00% | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage notes receivable, gross | $ 69,928 | $ 69,928 | |
Mortgage loans on real estate, interest rate | 11.00% | 11.00% | |
Mortgage note due 2024; interest at 9.79% | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage notes receivable, gross | $ 112,500 | $ 112,500 | |
Mortgage loans on real estate, interest rate | 9.79% | 9.79% | |
Two mortgage notes due 2029; interest at 10.00% | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage notes receivable, gross | $ 413,095 | $ 413,399 | |
Mortgage loans on real estate, interest rate | 9.23% | 9.23% | |
Other mortgage notes outstanding | |||
Mortgage Loans on Real Estate [Line Items] | |||
Mortgage notes receivable, gross | [1] | $ 65,046 | $ 83,968 |
[1] | Other mortgage notes outstanding have stated interest rates ranging from 8.35% to 12.0% and maturity dates through 2053. |
MORTGAGE NOTES RECEIVABLE (Pare
MORTGAGE NOTES RECEIVABLE (Parentheticals) (Details) - Other mortgage notes outstanding | 3 Months Ended |
Mar. 31, 2016 | |
Mortgage Loans on Real Estate [Line Items] | |
Maturity year | 2,053 |
Minimum | |
Mortgage Loans on Real Estate [Line Items] | |
Mortgage loans on real estate, interest rate | 8.35% |
Maximum | |
Mortgage Loans on Real Estate [Line Items] | |
Mortgage loans on real estate, interest rate | 12.00% |
MORTGAGE NOTES RECEIVABLE (Narr
MORTGAGE NOTES RECEIVABLE (Narrative) (Detail) $ in Millions | 1 Months Ended | 3 Months Ended |
Jan. 31, 2016USD ($)FacilityBed | Mar. 31, 2016FacilityMortgageStateEntity | |
Mortgage Loans on Real Estate [Line Items] | ||
Number of states | State | 42 | |
Mortgage loans | ||
Mortgage Loans on Real Estate [Line Items] | ||
Number of fixed rate mortgages | Mortgage | 24 | |
Number of long term care facilities | Facility | 55 | |
Number of states | State | 10 | |
Number of independent healthcare operating companies | Entity | 8 | |
Mortgage Notes due 2046 | ||
Mortgage Loans on Real Estate [Line Items] | ||
Number of facility acquired | Facility | 3 | |
Fair value of the facilities approximated | $ | $ 25 | |
Mortgage Notes due 2046 | Maryland | ||
Mortgage Loans on Real Estate [Line Items] | ||
Number of operating beds | Bed | 352 |
OTHER INVESTMENTS (Details)
OTHER INVESTMENTS (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | |
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 206,834 | $ 92,259 | |
Allowance for loss on other investments | (3,002) | (2,960) | |
Total other investments | 203,832 | $ 89,299 | |
Other investment note due 2017; interest at 8.50% | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 12,000 | ||
Interest rate | 8.50% | 8.50% | |
Other investment note due 2017; interest at 8.50% | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 12,099 | ||
Interest rate | 8.50% | 8.50% | |
Other investment note due 2019; interest at 10.50% | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 49,271 | ||
Interest rate | 10.50% | 10.50% | |
Other investment note due 2020; interest at 10.00% | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 23,000 | $ 23,000 | |
Interest rate | 10.00% | 10.00% | |
Other investment note due 2028; interest at 8.50% | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 20,000 | ||
Interest rate | 8.50% | 8.50% | |
Other investment note due 2030; interest at 6.66% | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | $ 31,905 | $ 26,966 | |
Interest rate | 6.66% | 6.66% | |
Other investment notes outstanding | |||
Schedule of Investments [Line Items] | |||
Other investments, gross | [1] | $ 58,559 | $ 42,293 |
[1] | Other investment notes have maturity dates through2028 and interest rates ranging from 6.50% to 12.0%. |
OTHER INVESTMENTS (Parenthetica
OTHER INVESTMENTS (Parentheticals) (Details) - Other investment notes outstanding | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Schedule of Investments [Line Items] | ||
Maturity year | 2,028 | 2,028 |
Minimum | ||
Schedule of Investments [Line Items] | ||
Interest rate | 6.50% | 6.50% |
Maximum | ||
Schedule of Investments [Line Items] | ||
Interest rate | 12.00% | 12.00% |
OTHER INVESTMENTS (Details 1)
OTHER INVESTMENTS (Details 1) - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 01, 2016 | Feb. 26, 2016 | Feb. 01, 2016 | Dec. 31, 2015 |
Schedule of Investments [Line Items] | |||||
Other investments, gross | $ 206,834 | $ 92,259 | |||
Other investment note due 2017; interest at 8.50% | |||||
Schedule of Investments [Line Items] | |||||
Other Investment notes | $ 15,000 | ||||
Interest rate | 8.50% | 8.50% | |||
Other investments, gross | $ 12,000 | ||||
Other investment note due 2017; interest at 8.50% | |||||
Schedule of Investments [Line Items] | |||||
Other Investment notes | $ 15,000 | ||||
Interest rate | 8.50% | 8.50% | |||
Other investments, gross | $ 12,099 | ||||
Other investment note due 2019; interest at 10.50% | |||||
Schedule of Investments [Line Items] | |||||
Other Investment notes | $ 50,000 | ||||
Interest rate | 10.50% | 10.50% | |||
Other investments, gross | $ 49,271 | ||||
Discount on notes receivable | $ 750 | ||||
Other investment note due 2028; interest at 8.50% | |||||
Schedule of Investments [Line Items] | |||||
Other Investment notes | $ 20,000 | ||||
Interest rate | 8.50% | 8.50% | |||
Other investments, gross | $ 20,000 | ||||
Interest rate annual increase percentage | 2.50% |
ASSETS HELD FOR SALE (Details)
ASSETS HELD FOR SALE (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)Property | ||
Number Of Properties | ||
Beginning Balance | Property | 3 | |
Properties sold | Property | (2) | [1] |
Properties added | Property | 24 | [2] |
Ending balance | Property | 25 | |
Net Book Value | ||
Beginning Balance | $ | $ 6,599 | |
Properties sold | $ | (600) | [1] |
Properties added | $ | 67,590 | [2] |
Ending balance | $ | $ 73,589 | |
[1] | In the first quarter of 2016, we sold two SNFs for approximately $2.4 million in net proceeds recognizing a gain on sale of approximately $1.6 million. | |
[2] | In the first quarter of 2016, we reclassified eight ALFs and 16 SNFs located in six states to assets held for sale. We recorded approximately $34.6 million impairment charges on 14 facilities to reduce their net book values to their estimated fair value less costs to sell. See Note - 2 Properties and Investments. |
ASSETS HELD FOR SALE (Narrative
ASSETS HELD FOR SALE (Narrative) (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($)FacilityState | |
Real Estate Properties [Line Items] | |
Number of states to assets held for sale | State | 6 |
Impairment charges | $ | $ 34.6 |
Impairment charges on number of facilities | 14 |
SNF's | |
Real Estate Properties [Line Items] | |
Number of facilities held for sale | 2 |
Net proceeds from sale of facilities held for sale | $ | $ 2.4 |
Gain from sale of facilities | $ | $ 1.6 |
Number of property reclassified | 16 |
ALFs | |
Real Estate Properties [Line Items] | |
Number of property reclassified | 8 |
INTANGIBLES - Summary of our in
INTANGIBLES - Summary of our intangibles (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Assets: | ||
Goodwill | $ 645,568 | $ 645,683 |
Accumulated amortization | (14,619) | (14,162) |
Net intangible assets | 9,093 | 8,125 |
Liabilities: | ||
Below market lease intangibles | 166,486 | 165,331 |
Accumulated amortization | (59,859) | (55,131) |
Net intangible liabilities | 106,627 | 110,200 |
Above market lease intangibles | ||
Assets: | ||
Gross intangible assets | 23,545 | 21,901 |
In-place lease intangibles | ||
Assets: | ||
Gross intangible assets | $ 167 | $ 386 |
INTANGIBLES - Reconciliation of
INTANGIBLES - Reconciliation of goodwill (Details 1) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill [Roll Forward] | |
Balance as of December 31, 2015 | $ 645,683 |
Add: additional valuation adjustments related to preliminary valuations | 275 |
Less: foreign currency translation | (390) |
Balance as of March 31, 2016 | $ 645,568 |
INTANGIBLES (Narrative) (Detail
INTANGIBLES (Narrative) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 4.3 | $ 1.2 |
Remainder of 2016 | 9.8 | |
2,017 | 11.8 | |
2,018 | 10.6 | |
2,019 | 9.6 | |
2,020 | $ 9.4 |
INTANGIBLES (Narrative) (Deta61
INTANGIBLES (Narrative) (Detail 1) | 3 Months Ended |
Mar. 31, 2016 | |
Above market lease intangibles | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted average remaining amortization | 5 years |
In-place lease intangibles | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted average remaining amortization | 10 years |
CONCENTRATION OF RISK (Narrativ
CONCENTRATION OF RISK (Narrative) (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)FacilityStateOperator | Dec. 31, 2015USD ($) | |
Concentration Risk [Line Items] | ||
Number of facilities owned | 985 | |
Number of states | State | 42 | |
Number of operators | Operator | 83 | |
Gross investment in facilities, net of impairments and before reserve for uncollectible loans | $ | $ 8,400,000 | |
Percentage share of real estate investments related to long-term care facilities | 99.00% | |
Number of facilities held-for-sale/closed | 29 | |
Miscellaneous investments, net | $ | $ 203,832 | $ 89,299 |
Concentration risk, benchmark description | No single operator or manager generated more than 10% of our total revenues for the three months ended March 31, 2016. | |
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 | 800 | |
Number of facilities under fixed rate mortgage loan | 53 | |
ALFs | ||
Concentration Risk [Line Items] | ||
Number of facilities owned | 84 | |
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) - USD ($) $ / shares in Units, $ in Thousands | Apr. 14, 2016 | Jan. 14, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Dividend [Line Items] | ||||
Dividends declared per common share | $ 0.57 | $ 0.57 | $ 0.89 | |
Nature of common stock dividend payable | Quarterly | |||
Increasing the quarterly common dividend | 0.01 | |||
Dividends declared, date of declaration | Jan. 14, 2016 | |||
Dividends declared, date of payment | Feb. 16, 2016 | |||
Dividends declared, date of record | Feb. 2, 2016 | |||
Issuance of common stock (in shares) | 700,000 | |||
Common stock, price per share | $ 29.84 | |||
Number of common stock issued in dividend Reinvestment Plan | $ 19,596 | $ 5,414 | ||
Subsequent Event | ||||
Dividend [Line Items] | ||||
Dividends declared per common share | $ 0.58 | |||
Nature of common stock dividend payable | Quarterly | |||
Increasing the quarterly common dividend | 0.01 | |||
Dividends declared, date of declaration | Apr. 14, 2016 | |||
Dividends declared, date of payment | May 16, 2016 | |||
Dividends declared, date of record | May 2, 2016 |
TAXES (Narrative) (Detail)
TAXES (Narrative) (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Income Tax Disclosure [Abstract] | |
Percentage of minimum taxable income is distributed | 90.00% |
Permitted ownership of a taxable REIT subsidiary ("TRS"), maximum percentage | 100.00% |
Net operating loss carry-forward | $ 0.9 |
State and local income tax provision | 0.1 |
Provision for foreign income taxes | $ 0.1 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2016USD ($)$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares/Units | shares | 2,203,410 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 19.99 | |
Total Compensation Cost | $ 44 | [2] |
Unrecognized Compensation Cost | $ 28.1 | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares/Units | shares | 610,774 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 33.45 | |
Total Compensation Cost | $ 20.5 | [2] |
Unrecognized Compensation Cost | $ 11 | |
RSUs | 2013 RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,013 | |
Shares/Units | shares | 195,822 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 29.80 | |
Total Compensation Cost | $ 5.8 | [2] |
Weighted Average Period of Expense Recognition | 36 months | |
Unrecognized Compensation Cost | $ 1.4 | |
Vesting Dates | 12/31/14 - 12/31/16 | |
RSUs | 2014 RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,014 | |
Shares/Units | shares | 106,778 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 29.80 | |
Total Compensation Cost | $ 3.2 | [2] |
Weighted Average Period of Expense Recognition | 36 months | |
Unrecognized Compensation Cost | $ 0.8 | |
Vesting Dates | 12/31/2016 | |
RSUs | 3/31/15 RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 109,985 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 40.57 | |
Total Compensation Cost | $ 4.5 | [2] |
Weighted Average Period of Expense Recognition | 33 months | |
Unrecognized Compensation Cost | $ 2.8 | |
Vesting Dates | 12/31/2017 | |
RSUs | 4/1/15 RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 40,464 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 40.74 | |
Total Compensation Cost | $ 1.6 | [2] |
Weighted Average Period of Expense Recognition | 33 months | |
Unrecognized Compensation Cost | $ 1.1 | |
Vesting Dates | 12/31/2017 | |
RSUs | Assumed Aviv RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 18,920 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 24.92 | |
Total Compensation Cost | $ 0.5 | [2] |
Weighted Average Period of Expense Recognition | 21 months | |
Unrecognized Compensation Cost | $ 0.2 | |
Vesting Dates | 12/31/2016 | |
RSUs | Assumed Aviv RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 7,799 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 35.08 | |
Total Compensation Cost | $ 0.3 | [2] |
Weighted Average Period of Expense Recognition | 33 months | |
Unrecognized Compensation Cost | $ 0.2 | |
Vesting Dates | 12/31/15-12/31/17 | |
RSUs | 3/17/16 RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,016 | |
Shares/Units | shares | 131,006 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 34.78 | |
Total Compensation Cost | $ 4.6 | [2] |
Weighted Average Period of Expense Recognition | 33 months | |
Unrecognized Compensation Cost | $ 4.5 | |
Vesting Dates | 12/31/2018 | |
TSR PRSUs and LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares/Units | shares | 828,608 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 12.44 | |
Total Compensation Cost | $ 10.3 | [2] |
Unrecognized Compensation Cost | $ 7.7 | |
TSR PRSUs and LTIP Units | 2016 Transition TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,013 | |
Shares/Units | shares | 101,591 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 8.67 | |
Total Compensation Cost | $ 0.9 | [2] |
Weighted Average Period of Expense Recognition | 36 months | |
Unrecognized Compensation Cost | $ 0.2 | |
Performance Period | 12/31/2013-12/31/2016 | |
Vesting Dates | 12/31/2016 | |
TSR PRSUs and LTIP Units | 2016 TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,014 | |
Shares/Units | shares | 135,634 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 8.67 | |
Total Compensation Cost | $ 1.2 | [2] |
Weighted Average Period of Expense Recognition | 48 months | |
Unrecognized Compensation Cost | $ 0.5 | |
Performance Period | 1/1/2014-12/31/2016 | |
Vesting Dates | Quarterly in 2017 | |
TSR PRSUs and LTIP Units | 3/31/15 2017 LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 137,249 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 14.66 | |
Total Compensation Cost | $ 2 | [2] |
Weighted Average Period of Expense Recognition | 45 months | |
Unrecognized Compensation Cost | $ 1.5 | |
Performance Period | 1/1/2015-12/31/2017 | |
Vesting Dates | Quarterly in 2018 | |
TSR PRSUs and LTIP Units | 4/1/2015 2017 Relative TSR/LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 54,151 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 14.80 | |
Total Compensation Cost | $ 0.8 | [2] |
Weighted Average Period of Expense Recognition | 45 months | |
Unrecognized Compensation Cost | $ 0.6 | |
Performance Period | 1/1/2015-12/31/2017 | |
Vesting Dates | Quarterly in 2018 | |
TSR PRSUs and LTIP Units | 7/31/15 2016 Relative TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 22,091 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 18.51 | |
Total Compensation Cost | $ 0.4 | [2] |
Weighted Average Period of Expense Recognition | 5 months | |
Unrecognized Compensation Cost | ||
Performance Period | 12/31/2013-12/31/2016 | |
Vesting Dates | 12/31/2016 | |
TSR PRSUs and LTIP Units | 7/31/15 2017 Relative TSR/LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 5,823 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 8.78 | |
Total Compensation Cost | $ 0.1 | [2] |
Weighted Average Period of Expense Recognition | 5 months | |
Unrecognized Compensation Cost | ||
Performance Period | 1/1/2015-12/31/2017 | |
Vesting Dates | 12/31/2017 | |
TSR PRSUs and LTIP Units | 3/17/16 2018 Relative TSR/LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,016 | |
Shares/Units | shares | 372,069 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 13.21 | |
Total Compensation Cost | $ 4.9 | [2] |
Weighted Average Period of Expense Recognition | 45 months | |
Unrecognized Compensation Cost | $ 4.9 | |
Performance Period | 1/1/2016-12/31/2018 | |
Vesting Dates | Quarterly in 2019 | |
Relative TSR PRSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares/Units | shares | 764,028 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 17.41 | |
Total Compensation Cost | $ 13.2 | [2] |
Unrecognized Compensation Cost | $ 9.4 | |
Relative TSR PRSUs | 2016 Transition TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,013 | |
Shares/Units | shares | 101,588 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 14.24 | |
Total Compensation Cost | $ 1.4 | [2] |
Weighted Average Period of Expense Recognition | 36 months | |
Unrecognized Compensation Cost | $ 0.4 | |
Performance Period | 12/31/2013-12/31/2016 | |
Vesting Dates | 12/31/2016 | |
Relative TSR PRSUs | 2016 TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,014 | |
Shares/Units | shares | 135,634 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 14.24 | |
Total Compensation Cost | $ 1.9 | [2] |
Weighted Average Period of Expense Recognition | 48 months | |
Unrecognized Compensation Cost | $ 0.8 | |
Performance Period | 1/1/2014-12/31/2016 | |
Vesting Dates | Quarterly in 2017 | |
Relative TSR PRSUs | 3/31/15 2017 Relative TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 137,249 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 22.50 | |
Total Compensation Cost | $ 3.1 | [2] |
Weighted Average Period of Expense Recognition | 45 months | |
Unrecognized Compensation Cost | $ 2.3 | |
Performance Period | 1/1/2015-12/31/2017 | |
Vesting Dates | Quarterly in 2018 | |
Relative TSR PRSUs | 4/1/2015 2017 Relative TSR/LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 54,151 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 22.91 | |
Total Compensation Cost | $ 1.2 | [2] |
Weighted Average Period of Expense Recognition | 45 months | |
Unrecognized Compensation Cost | $ 0.9 | |
Performance Period | 1/1/2015-12/31/2017 | |
Vesting Dates | Quarterly in 2018 | |
Relative TSR PRSUs | 7/31/15 2016 Relative TSR | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 22,100 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 19.60 | |
Total Compensation Cost | $ 0.4 | [2] |
Weighted Average Period of Expense Recognition | 5 months | |
Unrecognized Compensation Cost | ||
Performance Period | 12/31/2013-12/31/2016 | |
Vesting Dates | 12/31/2016 | |
Relative TSR PRSUs | 7/31/15 2017 Relative TSR/LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,015 | |
Shares/Units | shares | 5,826 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 17.74 | |
Total Compensation Cost | $ 0.1 | |
Weighted Average Period of Expense Recognition | 5 months | |
Unrecognized Compensation Cost | ||
Performance Period | 1/1/2015-12/31/2017 | |
Vesting Dates | 12/31/2017 | |
Relative TSR PRSUs | 3/17/16 2018 Relative TSR/LTIP Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Grant Year | 2,016 | |
Shares/Units | shares | 307,480 | [1] |
Grant Date Average Fair Value Per Unit/ Share | $ / shares | $ 16.45 | |
Total Compensation Cost | $ 5.1 | [2] |
Weighted Average Period of Expense Recognition | 45 months | |
Unrecognized Compensation Cost | $ 5 | |
Performance Period | 1/1/2016-12/31/2018 | |
Vesting Dates | Quarterly in 2019 | |
[1] | Shares/units are net of shares cancelled. | |
[2] | Total compensation costs are net of shares cancelled. |
STOCK-BASED COMPENSATION (Narra
STOCK-BASED COMPENSATION (Narrative) (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 2,778 | $ 1,610 | |
Number of shares granted | [1] | 2,203,410 | |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | [1] | 610,774 | |
RSUs | 3/17/16 RSU | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | [1] | 131,006 | |
TSR PRSUs and LTIP Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | [1] | 828,608 | |
TSR PRSUs and LTIP Units | 3/17/16 2018 Relative TSR | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | [1] | 372,069 | |
Relative TSR PRSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | [1] | 764,028 | |
Relative TSR PRSUs | 3/17/16 2018 Relative TSR | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | [1] | 307,480 | |
[1] | Shares/units are net of shares cancelled. |
STOCK-BASED COMPENSATION (Nar67
STOCK-BASED COMPENSATION (Narrative) (Detail 1) $ in Millions | 3 Months Ended | |
Mar. 31, 2016USD ($)shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of restricted stock outstanding | shares | 2,203,410 | [1] |
Unrecognized Compensation Cost | $ | $ 28.1 | |
Restricted stock | Directors | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of restricted stock outstanding | shares | 51,999 | |
Vesting period, years | 3 years | |
Unrecognized Compensation Cost | $ | $ 1.2 | |
[1] | Shares/units are net of shares cancelled. |
BORROWING ACTIVITIES AND ARRA68
BORROWING ACTIVITIES AND ARRANGEMENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | ||
Secured borrowings: | |||
Secured Borrowings | $ 235,895 | $ 236,204 | |
Unsecured borrowings: | |||
Revolving line of credit | 530,000 | 230,000 | |
Term loans | 1,100,000 | 750,000 | |
Total - net | 4,219,192 | 3,569,086 | |
Secured Borrowings | |||
Secured borrowings: | |||
Long-term borrowing amount, secured borrowings | $ 235,895 | 236,204 | |
Secured Borrowings | GE Term loan | |||
Debt Instrument [Line Items] | |||
Maturity | 2,019 | ||
Rate | 4.11% | ||
Secured borrowings: | |||
Ge Term Loan | $ 180,000 | 180,000 | |
Secured Borrowings | HUD mortgages assumed December 2011 | |||
Debt Instrument [Line Items] | |||
Maturity | [1] | 2,044 | |
Rate | [1] | 3.06% | |
Secured borrowings: | |||
Secured Borrowings | [1] | $ 55,895 | 56,204 |
Unsecured borrowings | |||
Unsecured borrowings: | |||
Unsecured borrowing | 2,370,000 | 2,370,000 | |
Revolving line of credit including term loan | 1,630,000 | 980,000 | |
Discount - net | (16,703) | (17,118) | |
Total unsecured borrowings | $ 3,983,297 | 3,332,882 | |
Unsecured borrowings | Revolving line of credit | |||
Debt Instrument [Line Items] | |||
Maturity | 2,018 | ||
Rate | 1.73% | ||
Unsecured borrowings: | |||
Revolving line of credit | $ 530,000 | 230,000 | |
Unsecured borrowings | Tranche A-1 term loan | |||
Debt Instrument [Line Items] | |||
Maturity | 2,019 | ||
Rate | 1.93% | ||
Unsecured borrowings: | |||
Unsecured borrowing | $ 200,000 | 200,000 | |
Unsecured borrowings | Tranche A-2 term loan | |||
Debt Instrument [Line Items] | |||
Maturity | 2,017 | ||
Rate | 1.94% | ||
Unsecured borrowings: | |||
Unsecured borrowing | $ 200,000 | $ 200,000 | |
Unsecured borrowings | Tranche A-3 term loan | |||
Debt Instrument [Line Items] | |||
Maturity | 2,021 | ||
Rate | 1.93% | ||
Unsecured borrowings: | |||
Unsecured borrowing | $ 350,000 | ||
Unsecured borrowings | Omega OP Term loan | |||
Debt Instrument [Line Items] | |||
Maturity | 2,017 | ||
Rate | 1.94% | ||
Unsecured borrowings: | |||
Unsecured borrowing | $ 100,000 | $ 100,000 | |
Unsecured borrowings | Term loan | |||
Debt Instrument [Line Items] | |||
Maturity | 2,022 | ||
Rate | 2.23% | ||
Unsecured borrowings: | |||
Term loans | $ 250,000 | 250,000 | |
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% | ||
Unsecured borrowings: | |||
Senior notes outstanding | $ 250,000 | 250,000 | |
Unsecured borrowings | 2026 Notes | |||
Debt Instrument [Line Items] | |||
Maturity | 2,026 | ||
Rate | 5.25% | ||
Unsecured borrowings: | |||
Senior notes outstanding | $ 600,000 | 600,000 | |
Unsecured borrowings | 2027 notes | |||
Debt Instrument [Line Items] | |||
Maturity | 2,027 | ||
Rate | 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 | $ 20,000 | $ 20,000 | |
[1] | Reflects the weighted average annual contractual interest rate on the mortgages at March 31, 2016 excluding a third-party administration fee of approximately 0.5%. Secured by real estate assets with a net carrying value of $68.6 million. |
BORROWING ACTIVITIES AND ARRA69
BORROWING ACTIVITIES AND ARRANGEMENTS (Parentheticals) (Details) - Secured Borrowings - HUD mortgages assumed December 2011 $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Debt Instrument [Line Items] | |
Third party administration fee | 0.50% |
Real estate assets with net carrying value | $ 68.6 |
BORROWING ACTIVITIES AND ARRA70
BORROWING ACTIVITIES AND ARRANGEMENTS (Narrative) (Details) - Unsecured borrowings - Omega Credit Agreement $ in Millions | 1 Months Ended |
Jan. 29, 2016USD ($) | |
Senior unsecured incremental term loan facility | |
Debt Instrument [Line Items] | |
Credit facility, borrowing capacity | $ 350 |
Revolving line of credit | |
Debt Instrument [Line Items] | |
Credit facility, borrowing capacity | 1,250 |
Tranche A-1 term loan | |
Debt Instrument [Line Items] | |
Credit facility, borrowing capacity | 200 |
Tranche A-2 term loan | |
Debt Instrument [Line Items] | |
Credit facility, borrowing capacity | 200 |
Tranche A-3 term loan | |
Debt Instrument [Line Items] | |
Credit facility, borrowing capacity | $ 350 |
LIBOR plus an applicable percentage | 1.50% |
Tranche A-3 term loan | Minimum | |
Debt Instrument [Line Items] | |
LIBOR plus an applicable percentage | 1.00% |
Tranche A-3 term loan | Maximum | |
Debt Instrument [Line Items] | |
LIBOR plus an applicable percentage | 1.95% |
FINANCIAL INSTRUMENTS (Detail)
FINANCIAL INSTRUMENTS (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Assets: | ||||
Cash and cash equivalents | $ 9,407 | $ 5,424 | $ 700,143 | $ 4,489 |
Restricted cash | 12,327 | 14,607 | ||
Investments in direct financing leases - net | 590,622 | 587,701 | ||
Mortgage notes receivable - net | 660,569 | 679,795 | ||
Other investments | 203,832 | 89,299 | ||
Liabilities: | ||||
Revolving line of credit | 530,000 | 230,000 | ||
Term loans | 1,100,000 | 750,000 | ||
Secured borrowings - net | 235,895 | 236,204 | ||
Carrying Amount | ||||
Assets: | ||||
Cash and cash equivalents | 9,407 | 5,424 | ||
Restricted cash | 12,327 | 14,607 | ||
Investments in direct financing leases - net | 590,622 | 587,701 | ||
Mortgage notes receivable - net | 660,569 | 679,795 | ||
Other investments | 203,832 | 89,299 | ||
Totals | 1,476,757 | 1,376,826 | ||
Liabilities: | ||||
Revolving line of credit | 530,000 | 230,000 | ||
Tranche A-1 term loan | 200,000 | 200,000 | ||
Tranche A-2 term loan | 200,000 | 200,000 | ||
Tranche A-3 term loan | 350,000 | |||
Omega OP Term loan | 100,000 | 100,000 | ||
Term loans | 250,000 | 250,000 | ||
GE Term loan due 2019 | 180,000 | 180,000 | ||
Secured borrowings - net | 55,895 | 56,204 | ||
Subordinated debt - net | 20,581 | 20,613 | ||
Totals | 4,219,192 | 3,569,086 | ||
Carrying Amount | 5.875% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 400,000 | 400,000 | ||
Carrying Amount | 4.95% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 395,475 | 395,333 | ||
Carrying Amount | 4.50% notes due 2025 | ||||
Liabilities: | ||||
Notes Payable | 248,152 | 248,099 | ||
Carrying Amount | 5.25% notes due 2026 | ||||
Liabilities: | ||||
Notes Payable | 598,384 | 598,343 | ||
Carrying Amount | 4.50% notes due 2027 | ||||
Liabilities: | ||||
Notes Payable | 690,705 | 690,494 | ||
Fair Value | ||||
Assets: | ||||
Cash and cash equivalents | 9,407 | 5,424 | ||
Restricted cash | 12,327 | 14,607 | ||
Investments in direct financing leases - net | 587,297 | 584,358 | ||
Mortgage notes receivable - net | 672,427 | 687,130 | ||
Other investments - net | 203,751 | 90,745 | ||
Totals | 1,485,209 | 1,382,264 | ||
Liabilities: | ||||
Revolving line of credit | 530,000 | 230,000 | ||
Tranche A-1 term loan | 200,000 | 200,000 | ||
Tranche A-2 term loan | 200,000 | 200,000 | ||
Tranche A-3 term loan | 350,000 | |||
Omega OP Term loan | 100,000 | 100,000 | ||
Term loans | 250,000 | 250,000 | ||
GE Term loan due 2019 | 180,000 | 180,000 | ||
Secured borrowings - net | 54,319 | 52,678 | ||
Subordinated debt - net | 24,342 | 24,366 | ||
Totals | 4,242,851 | 3,593,007 | ||
Fair Value | 5.875% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 431,815 | 429,956 | ||
Fair Value | 4.95% notes due 2024 | ||||
Liabilities: | ||||
Notes Payable | 404,036 | 403,064 | ||
Fair Value | 4.50% notes due 2025 | ||||
Liabilities: | ||||
Notes Payable | 241,082 | 242,532 | ||
Fair Value | 5.25% notes due 2026 | ||||
Liabilities: | ||||
Notes Payable | 610,605 | 612,760 | ||
Fair Value | 4.50% notes due 2027 | ||||
Liabilities: | ||||
Notes Payable | $ 666,652 | $ 667,651 |
FINANCIAL INSTRUMENTS (Parenthe
FINANCIAL INSTRUMENTS (Parentheticals) (Detail) | Mar. 31, 2016 |
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% |
5.25% notes due 2026 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 5.25% |
4.50% notes due 2027 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Notes issued, interest rate | 4.50% |
EARNINGS PER SHARE - Computatio
EARNINGS PER SHARE - Computation of basic and diluted earnings per share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator: | ||
Net income | $ 58,196 | $ 43,052 |
Less: Net income attributable to noncontrolling interests | (2,641) | |
Net income available to common stockholders | $ 55,555 | $ 43,052 |
Denominator: | ||
Denominator for basic earnings per share | 188,228 | 134,346 |
Effect of dilutive securities: | ||
Common stock equivalents | 1,175 | 460 |
Noncontrolling interest - OP units | 8,947 | |
Denominator for diluted earnings per share | 198,350 | 134,806 |
Earnings per share - basic: | ||
Net income available to common stockholders (in dollars per share) | $ 0.30 | $ 0.32 |
Earnings per share - diluted: | ||
Net income (in dollars per share) | $ 0.29 | $ 0.32 |
CONSOLIDATING FINANCIAL STATE74
CONSOLIDATING FINANCIAL STATEMENTS (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Real estate properties | ||||
Land and buildings | $ 7,088,960 | $ 6,743,958 | ||
Less accumulated depreciation | (1,067,023) | (1,019,150) | ||
Real estate properties - net | 6,021,937 | 5,724,808 | ||
Investment in direct financing leases | 590,622 | 587,701 | ||
Mortgage notes receivable - net | 660,569 | 679,795 | ||
Real estate properties, total | 7,273,128 | 6,992,304 | ||
Other investments - net | 203,832 | 89,299 | ||
Total investments held, continuing operations | 7,476,960 | 7,081,603 | ||
Assets held for sale - net | 73,589 | 6,599 | ||
Total investments | 7,550,549 | 7,088,202 | ||
Cash and cash equivalents | 9,407 | 5,424 | $ 700,143 | $ 4,489 |
Restricted cash | 12,327 | 14,607 | ||
Accounts receivable - net | 208,269 | 203,862 | ||
Goodwill | $ 645,568 | $ 645,683 | ||
Investment in affiliates | ||||
Other assets | $ 189,332 | $ 61,231 | ||
Total assets | 8,615,452 | 8,019,009 | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | 530,000 | 230,000 | ||
Term loans | 1,100,000 | 750,000 | ||
Secured Borrowings | 235,895 | 236,204 | ||
Unsecured borrowings - net | 2,353,297 | 2,352,882 | ||
Accrued expenses and other liabilities | 328,932 | 333,706 | ||
Deferred income taxes | $ 14,795 | $ 15,352 | ||
Intercompany payable | ||||
Total liabilities | $ 4,562,919 | $ 3,918,144 | ||
Stockholders' equity: | ||||
Common stock | $ 18,817 | $ 18,740 | ||
Equity investment in affiliates | ||||
Common stock - additional paid-in capital | $ 4,629,423 | $ 4,609,474 | ||
Cumulative net earnings | 1,428,077 | 1,372,522 | ||
Cumulative dividends paid | (2,361,580) | (2,254,038) | ||
Accumulated other comprehensive income (loss) | (21,702) | (8,712) | ||
Total stockholders' equity | 3,693,035 | 3,737,986 | ||
Noncontrolling interest | 359,498 | 362,879 | ||
Total equity | 4,052,533 | 4,100,865 | ||
Total liabilities and equity | 8,615,452 | 8,019,009 | ||
Issuer & Subsidiary Guarantors | ||||
Real estate properties | ||||
Land and buildings | 6,518,739 | 6,184,507 | ||
Less accumulated depreciation | (1,034,122) | (991,314) | ||
Real estate properties - net | 5,484,617 | 5,193,193 | ||
Investment in direct financing leases | 590,622 | 587,701 | ||
Mortgage notes receivable - net | 660,569 | 679,795 | ||
Real estate properties, total | 6,735,808 | 6,460,689 | ||
Other investments - net | 203,832 | 89,299 | ||
Total investments held, continuing operations | 6,939,640 | 6,549,988 | ||
Assets held for sale - net | 73,589 | 6,599 | ||
Total investments | 7,013,229 | 6,556,587 | ||
Cash and cash equivalents | 8,985 | 1,592 | $ 700,143 | $ 4,489 |
Restricted cash | 7,106 | 8,058 | ||
Accounts receivable - net | 202,947 | 196,107 | ||
Goodwill | 630,678 | 630,404 | ||
Investment in affiliates | 433,085 | 300,409 | ||
Other assets | 60,728 | 53,732 | ||
Total assets | 8,356,758 | 7,746,889 | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | 530,000 | 230,000 | ||
Term loans | $ 1,100,000 | $ 750,000 | ||
Secured Borrowings | ||||
Unsecured borrowings - net | $ 2,353,297 | $ 2,352,882 | ||
Accrued expenses and other liabilities | $ 320,928 | $ 326,815 | ||
Deferred income taxes | ||||
Intercompany payable | $ (13,673) | |||
Total liabilities | $ 4,304,225 | 3,646,024 | ||
Stockholders' equity: | ||||
Common stock | $ 18,817 | $ 18,740 | ||
Equity investment in affiliates | ||||
Common stock - additional paid-in capital | $ 4,629,423 | $ 4,609,474 | ||
Cumulative net earnings | 1,428,077 | 1,372,522 | ||
Cumulative dividends paid | (2,361,580) | (2,254,038) | ||
Accumulated other comprehensive income (loss) | (21,702) | (8,712) | ||
Total stockholders' equity | 3,693,035 | 3,737,986 | ||
Noncontrolling interest | 359,498 | 362,879 | ||
Total equity | 4,052,533 | 4,100,865 | ||
Total liabilities and equity | 8,356,758 | 7,746,889 | ||
Non-Guarantor Subsidiaries | ||||
Real estate properties | ||||
Land and buildings | 570,221 | 559,451 | ||
Less accumulated depreciation | (32,901) | (27,836) | ||
Real estate properties - net | $ 537,320 | $ 531,615 | ||
Investment in direct financing leases | ||||
Mortgage notes receivable - net | ||||
Real estate properties, total | $ 537,320 | $ 531,615 | ||
Other investments - net | ||||
Total investments held, continuing operations | $ 537,320 | $ 531,615 | ||
Assets held for sale - net | ||||
Total investments | $ 537,320 | $ 531,615 | ||
Cash and cash equivalents | 422 | 3,832 | ||
Restricted cash | 5,221 | 6,549 | ||
Accounts receivable - net | 5,322 | 7,755 | ||
Goodwill | 14,890 | $ 15,279 | ||
Investment in affiliates | 3,717 | |||
Other assets | 128,604 | $ 7,499 | ||
Total assets | $ 695,496 | $ 572,529 | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | ||||
Term loans | ||||
Secured Borrowings | $ 369,518 | $ 361,460 | ||
Unsecured borrowings - net | ||||
Accrued expenses and other liabilities | $ 8,004 | $ 6,891 | ||
Deferred income taxes | 14,795 | 15,352 | ||
Intercompany payable | 10,916 | 13,673 | ||
Total liabilities | $ 403,233 | $ 397,376 | ||
Stockholders' equity: | ||||
Common stock | ||||
Equity investment in affiliates | $ 274,634 | $ 156,830 | ||
Common stock - additional paid-in capital | ||||
Cumulative net earnings | $ 17,564 | $ 18,246 | ||
Cumulative dividends paid | ||||
Accumulated other comprehensive income (loss) | $ 103 | $ 77 | ||
Total stockholders' equity | 292,301 | $ 175,153 | ||
Noncontrolling interest | (38) | |||
Total equity | 292,263 | $ 175,153 | ||
Total liabilities and equity | $ 695,496 | $ 572,529 | ||
Elimination | ||||
Real estate properties | ||||
Land and buildings | ||||
Less accumulated depreciation | ||||
Real estate properties - net | ||||
Investment in direct financing leases | ||||
Mortgage notes receivable - net | ||||
Real estate properties, total | ||||
Other investments - net | ||||
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 | $ (436,802) | $ (300,409) | ||
Other assets | ||||
Total assets | $ (436,802) | $ (300,409) | ||
LIABILITIES AND EQUITY | ||||
Revolving line of credit | ||||
Term loans | ||||
Secured Borrowings | $ (133,623) | $ (125,256) | ||
Unsecured borrowings - net | ||||
Accrued expenses and other liabilities | ||||
Deferred income taxes | ||||
Intercompany payable | $ (10,916) | |||
Total liabilities | $ (144,539) | $ (125,256) | ||
Stockholders' equity: | ||||
Common stock | ||||
Equity investment in affiliates | $ (274,634) | $ (156,830) | ||
Common stock - additional paid-in capital | ||||
Cumulative net earnings | $ (17,564) | $ (18,246) | ||
Cumulative dividends paid | ||||
Accumulated other comprehensive income (loss) | $ (103) | $ (77) | ||
Total stockholders' equity | (292,301) | $ (175,153) | ||
Noncontrolling interest | 38 | |||
Total equity | (292,263) | $ (175,153) | ||
Total liabilities and equity | $ (436,802) | $ (300,409) |
CONSOLIDATING FINANCIAL STATE75
CONSOLIDATING FINANCIAL STATEMENTS (Detail 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue | ||
Rental income | $ 176,703 | $ 100,964 |
Income from direct financing leases | 15,442 | 14,346 |
Mortgage interest income | 16,606 | 16,579 |
Other investment income - net | 4,128 | 1,531 |
Total operating revenues | 212,879 | 133,420 |
Expenses | ||
Depreciation and amortization | 62,433 | 30,610 |
General and administrative | 10,455 | 6,014 |
Acquisition costs | 3,771 | 4,868 |
Impairment loss on real estate properties | 34,558 | 5,982 |
Provisions for uncollectible mortgages, notes and accounts receivable | 5,124 | (2) |
Total operating expenses | 116,341 | 47,472 |
Income before other income and expense | 96,538 | 85,948 |
Other income (expense): | ||
Interest income | 8 | 193 |
Interest expense | (37,222) | (32,359) |
Interest - amortization of deferred financing costs | (2,132) | (1,353) |
Interest - refinancing costs | (298) | $ (9,377) |
Realized loss on foreign exchange | $ (22) | |
Equity in earnings | ||
Total other expense | $ (39,666) | $ (42,896) |
Income before gain (loss) on assets sold | 56,872 | $ 43,052 |
Gain on assets sold - net | 1,571 | |
Income from continuing operations before income taxes | 58,443 | $ 43,052 |
Income taxes | (247) | |
Net income | 58,196 | $ 43,052 |
Net income attributable to noncontrolling interest | (2,641) | |
Net income available to common stockholders | 55,555 | $ 43,052 |
Net income | 58,196 | $ 43,052 |
Other comprehensive loss - foreign currency translation | (4,730) | |
Other comprehensive loss - cash flow hedges | (8,876) | |
Total comprehensive income | 44,590 | $ 43,052 |
(Deduct) add: comprehensive income (loss) attributable to noncontrolling interest | (2,025) | |
Comprehensive income attributable to common stockholders | 42,565 | 43,052 |
Issuer & Subsidiary Guarantors | ||
Revenue | ||
Rental income | 163,393 | 98,589 |
Income from direct financing leases | 15,442 | 14,346 |
Mortgage interest income | 16,606 | 16,579 |
Other investment income - net | 4,128 | 1,531 |
Total operating revenues | 199,569 | 131,045 |
Expenses | ||
Depreciation and amortization | 57,279 | 29,611 |
General and administrative | 10,343 | 5,985 |
Acquisition costs | 2,429 | 4,868 |
Impairment loss on real estate properties | 34,340 | 5,982 |
Provisions for uncollectible mortgages, notes and accounts receivable | 1,862 | (2) |
Total operating expenses | 106,253 | 46,444 |
Income before other income and expense | 93,316 | 84,601 |
Other income (expense): | ||
Interest income | 5 | 190 |
Interest expense | (33,389) | (31,842) |
Interest - amortization of deferred financing costs | (2,126) | (1,348) |
Interest - refinancing costs | (298) | (9,377) |
Realized loss on foreign exchange | (22) | |
Equity in earnings | (682) | 828 |
Total other expense | (36,512) | (41,549) |
Income before gain (loss) on assets sold | 56,804 | |
Gain on assets sold - net | 1,571 | |
Income from continuing operations before income taxes | 58,375 | |
Income taxes | (141) | |
Net income | 58,234 | 43,052 |
Net income attributable to noncontrolling interest | (2,679) | |
Net income available to common stockholders | 55,555 | 43,052 |
Net income | 58,234 | 43,052 |
Other comprehensive loss - foreign currency translation | (4,730) | |
Other comprehensive loss - cash flow hedges | (8,876) | |
Total comprehensive income | 44,628 | |
(Deduct) add: comprehensive income (loss) attributable to noncontrolling interest | (2,063) | |
Comprehensive income attributable to common stockholders | 42,565 | |
Non-Guarantor Subsidiaries | ||
Revenue | ||
Rental income | $ 13,310 | $ 2,375 |
Income from direct financing leases | ||
Mortgage interest income | ||
Other investment income - net | ||
Total operating revenues | $ 13,310 | $ 2,375 |
Expenses | ||
Depreciation and amortization | 5,154 | 999 |
General and administrative | 112 | $ 29 |
Acquisition costs | 1,342 | |
Impairment loss on real estate properties | 218 | |
Provisions for uncollectible mortgages, notes and accounts receivable | 3,262 | |
Total operating expenses | 10,088 | $ 1,028 |
Income before other income and expense | 3,222 | 1,347 |
Other income (expense): | ||
Interest income | 3 | 3 |
Interest expense | (3,833) | (517) |
Interest - amortization of deferred financing costs | $ (6) | $ (5) |
Interest - refinancing costs | ||
Realized loss on foreign exchange | ||
Equity in earnings | ||
Total other expense | $ (3,836) | $ (519) |
Income before gain (loss) on assets sold | $ (614) | |
Gain on assets sold - net | ||
Income from continuing operations before income taxes | $ (614) | |
Income taxes | (106) | |
Net income | (720) | 828 |
Net income attributable to noncontrolling interest | 38 | |
Net income available to common stockholders | (682) | 828 |
Net income | $ (720) | $ 828 |
Other comprehensive loss - foreign currency translation | ||
Other comprehensive loss - cash flow hedges | ||
Total comprehensive income | $ (720) | |
(Deduct) add: comprehensive income (loss) attributable to noncontrolling interest | 38 | |
Comprehensive income attributable to common stockholders | $ (682) | |
Elimination | ||
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 costs | ||
Realized loss on foreign exchange | ||
Equity in earnings | $ 682 | $ (828) |
Total other expense | 682 | (828) |
Income before gain (loss) on assets sold | $ 682 | |
Gain on assets sold - net | ||
Income from continuing operations before income taxes | $ 682 | |
Income taxes | ||
Net income | $ 682 | (828) |
Net income attributable to noncontrolling interest | ||
Net income available to common stockholders | $ 682 | (828) |
Net income | $ 682 | $ (828) |
Other comprehensive loss - foreign currency translation | ||
Other comprehensive loss - cash flow hedges | ||
Total comprehensive income | $ 682 | |
(Deduct) add: comprehensive income (loss) attributable to noncontrolling interest | ||
Comprehensive income attributable to common stockholders | $ 682 |
CONSOLIDATING FINANCIAL STATE76
CONSOLIDATING FINANCIAL STATEMENTS (Detail 2) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net income | $ 58,196 | $ 43,052 |
Adjustment to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 62,433 | 30,610 |
Provision for impairment on real estate properties | 34,558 | 5,982 |
Provision for uncollectible mortgages, notes and accounts receivable | 5,124 | (2) |
Amortization of deferred financing and refinancing costs | 2,430 | 10,730 |
Accretion of direct financing leases | (2,921) | (2,614) |
Stock-based compensation | 2,778 | 1,610 |
Gain on assets sold - net | (1,571) | |
Amortization of acquired in-place leases - net | (4,300) | (1,192) |
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||
Accounts receivable, net | 560 | (196) |
Straight-line rent receivables | (9,947) | (5,275) |
Lease inducements | 647 | (2,110) |
Effective yield receivable on mortgage notes | (819) | (1,120) |
Other operating assets and liabilities | (19,989) | 23,819 |
Net cash provided by operating activities | 127,179 | 103,294 |
Cash flows from investing activities | ||
Acquisition of real estate - net of liabilities assumed and escrows acquired | (416,104) | (6,300) |
Investment in construction in progress | (16,316) | (5,851) |
Deposit to acquire real estate | $ (113,816) | |
Investment in U.K. subsidiary | ||
Placement of mortgage loans | $ (6,162) | (2,002) |
Proceeds from sale of real estate investments | 2,392 | 255 |
Capital improvements to real estate investments | (9,544) | (5,604) |
Proceeds from other investments | 1,461 | 2,155 |
Investments in other investments | (116,003) | (1,468) |
Collection of mortgage principal | 312 | 288 |
Net cash used in investing activities | (673,780) | (18,527) |
Cash flows from financing activities | ||
Proceeds from credit facility borrowings | 670,000 | 6,000 |
Payments on credit facility borrowings | (370,000) | (91,000) |
Receipts of other long-term borrowings | 350,000 | 689,822 |
Payments of other long-term borrowings | (309) | (347,883) |
Payments of financing related costs | (3,576) | (21,318) |
Receipts from dividend reinvestment plan | 19,596 | 5,414 |
Payments for exercised options and restricted stock - net | (2,381) | (1,906) |
Net proceeds from issuance of common stock | 440,019 | |
Dividends paid | (107,500) | (68,261) |
Redemption of OP Units | (10) | |
Distributions to OP Unit holders | (5,131) | |
Net cash provided by (used in) financing activities | 550,689 | 610,887 |
Increase in cash and cash equivalents | 4,088 | 695,654 |
Effect of foreign currency translation on cash and cash equivalents | (105) | |
Cash and cash equivalents at beginning of period | 5,424 | 4,489 |
Cash and cash equivalents at end of period | 9,407 | 700,143 |
Issuer & Subsidiary Guarantors | ||
Cash flows from operating activities | ||
Net income | 58,234 | 43,052 |
Adjustment to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 57,279 | 29,611 |
Provision for impairment on real estate properties | 34,340 | 5,982 |
Provision for uncollectible mortgages, notes and accounts receivable | 1,862 | (2) |
Amortization of deferred financing and refinancing costs | 2,424 | 10,725 |
Accretion of direct financing leases | (2,921) | (2,614) |
Stock-based compensation | 2,778 | 1,610 |
Gain on assets sold - net | (1,571) | |
Amortization of acquired in-place leases - net | (4,300) | (1,192) |
Change in operating assets and liabilities - net of amounts assumed/acquired: | ||
Accounts receivable, net | 581 | (196) |
Straight-line rent receivables | (9,111) | (5,124) |
Lease inducements | 647 | (2,110) |
Effective yield receivable on mortgage notes | (819) | (1,120) |
Other operating assets and liabilities | (10,793) | 23,373 |
Net cash provided by operating activities | 128,630 | 101,995 |
Cash flows from investing activities | ||
Acquisition of real estate - net of liabilities assumed and escrows acquired | (401,700) | (6,300) |
Investment in construction in progress | $ (16,316) | (5,851) |
Deposit to acquire real estate | ||
Investment in U.K. subsidiary | $ (127,239) | |
Placement of mortgage loans | (6,162) | (2,002) |
Proceeds from sale of real estate investments | 2,392 | 255 |
Capital improvements to real estate investments | (9,004) | (4,605) |
Proceeds from other investments | 1,461 | 2,155 |
Investments in other investments | (116,003) | (1,468) |
Collection of mortgage principal | 312 | 288 |
Net cash used in investing activities | (672,259) | (17,528) |
Cash flows from financing activities | ||
Proceeds from credit facility borrowings | 670,000 | 6,000 |
Payments on credit facility borrowings | (370,000) | (91,000) |
Receipts of other long-term borrowings | $ 350,000 | 689,822 |
Payments of other long-term borrowings | (347,583) | |
Payments of financing related costs | $ (3,552) | (21,318) |
Receipts from dividend reinvestment plan | 19,596 | 5,414 |
Payments for exercised options and restricted stock - net | (2,381) | (1,906) |
Net proceeds from issuance of common stock | 440,019 | |
Dividends paid | (107,500) | (68,261) |
Redemption of OP Units | (10) | |
Distributions to OP Unit holders | (5,131) | |
Net cash provided by (used in) financing activities | 551,022 | 611,187 |
Increase in cash and cash equivalents | $ 7,393 | $ 695,654 |
Effect of foreign currency translation on cash and cash equivalents | ||
Cash and cash equivalents at beginning of period | $ 1,592 | $ 4,489 |
Cash and cash equivalents at end of period | 8,985 | 700,143 |
Non-Guarantor Subsidiaries | ||
Cash flows from operating activities | ||
Net income | (720) | 828 |
Adjustment to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 5,154 | $ 999 |
Provision for impairment on real estate properties | 218 | |
Provision for uncollectible mortgages, notes and accounts receivable | 3,262 | |
Amortization of deferred financing and refinancing costs | $ 6 | $ 5 |
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 | $ (21) | |
Straight-line rent receivables | $ (836) | $ (151) |
Lease inducements | ||
Effective yield receivable on mortgage notes | ||
Other operating assets and liabilities | $ (8,514) | $ (382) |
Net cash provided by operating activities | (1,451) | $ 1,299 |
Cash flows from investing activities | ||
Acquisition of real estate - net of liabilities assumed and escrows acquired | $ (14,404) | |
Investment in construction in progress | ||
Deposit to acquire real estate | $ (113,816) | |
Investment in U.K. subsidiary | $ 127,239 | |
Placement of mortgage loans | ||
Proceeds from sale of real estate investments | ||
Capital improvements to real estate investments | $ (540) | $ (999) |
Proceeds from other investments | ||
Investments in other investments | ||
Collection of mortgage principal | ||
Net cash used in investing activities | $ (1,521) | $ (999) |
Cash flows from financing activities | ||
Proceeds from credit facility borrowings | ||
Payments on credit facility borrowings | ||
Receipts of other long-term borrowings | ||
Payments of other long-term borrowings | $ (309) | $ (300) |
Payments of financing related costs | $ (24) | |
Receipts from dividend reinvestment plan | ||
Payments for exercised options and restricted stock - net | ||
Dividends paid | ||
Redemption of OP Units | ||
Distributions to OP Unit holders | ||
Net cash provided by (used in) financing activities | $ (333) | $ (300) |
Increase in cash and cash equivalents | (3,305) | |
Effect of foreign currency translation on cash and cash equivalents | (105) | |
Cash and cash equivalents at beginning of period | 3,832 | |
Cash and cash equivalents at end of period | 422 | |
Elimination | ||
Cash flows from operating activities | ||
Net income | $ 682 | $ (828) |
Adjustment to reconcile net income to net 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 refinancing 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 | $ (682) | $ 828 |
Net cash provided by operating activities | ||
Cash flows from investing activities | ||
Acquisition of real estate - net of liabilities assumed and escrows acquired | ||
Investment in construction in progress | ||
Deposit to acquire real estate | ||
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 investing activities | ||
Cash flows from financing activities | ||
Proceeds from credit facility borrowings | ||
Payments on credit facility borrowings | ||
Receipts of other long-term borrowings | ||
Payments of other long-term borrowings | ||
Payments of financing related costs | ||
Receipts from dividend reinvestment plan | ||
Payments for exercised options and restricted stock - net | ||
Dividends paid | ||
Redemption of OP Units | ||
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 STATE77
CONSOLIDATING FINANCIAL STATEMENTS (Narrative) (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
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% | |
5.25% notes due 2026 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Interest rate | 5.25% | |
4.50% notes due 2027 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Interest rate | 4.50% | |
Unsecured borrowings | 5.875% notes due 2024 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Senior notes, principal amount | $ 400,000 | $ 400,000 |
Interest rate | 5.875% | |
Unsecured borrowings | 4.95% notes due 2024 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Senior notes, principal amount | $ 400,000 | 400,000 |
Interest rate | 4.95% | |
Unsecured borrowings | 4.50% notes due 2025 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Senior notes, principal amount | $ 250,000 | 250,000 |
Interest rate | 4.50% | |
Unsecured borrowings | 5.25% notes due 2026 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Senior notes, principal amount | $ 600,000 | 600,000 |
Interest rate | 5.25% | |
Unsecured borrowings | 4.50% notes due 2027 | ||
Condensed Financial Statements, Captions [Line Items] | ||
Senior notes, principal amount | $ 700,000 | $ 700,000 |
Interest rate | 4.50% |
SUBSEQUENT EVENTS (Narrative) (
SUBSEQUENT EVENTS (Narrative) (Detail) - Subsequent Event $ in Millions | Apr. 01, 2016USD ($)BedCare_Home | Apr. 29, 2016USD ($)Facility |
Subsequent Event [Line Items] | ||
Number of held for sale facilities sold | Facility | 4 | |
Carrying value of held for sale | $ 15 | |
Facilities sold cost | 24 | |
Payment to repay certain mortgages and other investments | 55 | |
Amount of mortgages and other investments | $ 50 | |
Care Homes | ||
Subsequent Event [Line Items] | ||
Number of care homes located in the United Kingdom | Care_Home | 10 | |
Cash paid for acquisition | $ 114 | |
Number of registered beds | Bed | 743 | |
Percentage of initial annual cash yield | 7.00% |