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CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS
12 Months Ended
Dec. 31, 2018
Business Combinations [Abstract]  
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS
CCP MERGER AND RECENT REAL ESTATE ACQUISITIONS
CCP Merger
On August 17, 2017, the Company completed the CCP Merger. Under the terms of the Merger Agreement, each share of CCP common stock issued and outstanding immediately prior to the effective time of the CCP Merger (other than any shares owned directly by CCP, the Company or their respective subsidiaries, in each case not held on behalf of third parties) was converted into the right to receive 1.123 newly issued shares of Company common stock, resulting in the issuance of approximately 94.0 million shares of Company common stock at the effective time of the CCP Merger. As a result of the CCP Merger, the Company acquired 330 properties (consisting of 296 skilled nursing/transitional care facilities, 13 senior housing communities and 21 specialty hospitals and other facilities), one skilled nursing/transitional care facility leased to an operator under a direct financing lease (see Note 2, “Summary of Significant Accounting Policies—Net Investment in Direct Financing Lease”), 18 investments in loans receivable (see Note 7, “Loans Receivable and Other Investments”) and one specialty valuation firm that the Company subsequently sold in March 2018. Sabra also assumed certain outstanding equity awards and other debt and liabilities of CCP (see Note 8, “Debt”). Based on the closing price of Sabra’s common stock on August 16, 2017, the Company estimates the fair value of the consideration exchanged or assumed to be approximately $2.1 billion.
The following table summarizes the purchase price allocation for the CCP Merger based on the Company’s valuation, including estimates and assumptions of the acquisition date fair value of the tangible and intangible assets acquired and liabilities assumed on August 17, 2017 (in thousands):
Real estate investments
$
3,727,310

Loans receivable and other investments
58,244

Cash and cash equivalents
77,859

Restricted cash
779

Lease intangible assets, net
145,786

Accounts receivable, prepaid expenses and other assets, net
35,873

Secured debt, net
(98,500
)
Revolving credit facility
(362,000
)
Unsecured term loans
(674,000
)
Senior unsecured notes, net
(616,873
)
Accounts payable and accrued liabilities
(134,802
)
Lease intangible liabilities, net
(102,643
)
Noncontrolling interests
(4,455
)
Total consideration
$
2,052,578


The lease intangible assets and lease intangible liabilities acquired in connection with the CCP Merger have weighted-average amortization periods as of the closing date of the CCP Merger of 10 years.
For the year ended December 31, 2017, the Company recognized $135.4 million of total revenues and $87.0 million of net income attributable to common stockholders, excluding merger and acquisition costs, from the CCP Merger investments. Merger and acquisition costs associated with the CCP Merger were $30.2 million during the year ended December 31, 2017.
Recent Real Estate Acquisitions
During the year ended December 31, 2018, the Company acquired 11 Senior Housing - Managed communities, eight senior housing communities and two skilled nursing/transitional care facilities. During the year ended December 31, 2017, in addition to the properties acquired as a result of the CCP Merger, the Company acquired 22 skilled nursing/transitional care facilities and two senior housing communities. The consideration was allocated as follows (in thousands):
 
 
Year Ended December 31,
 
 
2018
 
2017
Land
 
$
29,712


$
58,771

Building and improvements
 
232,893

 
359,310

Tenant origination and absorption costs intangible assets
 
2,046

 
6,684

Tenant relationship intangible assets
 
677

 
2,053

Total consideration
 
$
265,328

 
$
426,818


The tenant origination and absorption costs intangible assets and tenant relationship intangible assets acquired in connection with these acquisitions have weighted-average amortization periods as of the respective dates of acquisition of 13 years and 22 years, respectively, for acquisitions completed during the year ended December 31, 2018, and 13 years and 23 years, respectively, for acquisitions completed during the year ended December 31, 2017.
For the year ended December 31, 2018, the Company recognized $44.0 million and $14.0 million of total revenues and net income attributable to common stockholders, respectively, from the properties acquired during the year ended December 31, 2018. For the year ended December 31, 2017, the Company recognized $10.6 million and $7.7 million of total revenues and net income attributable to common stockholders, respectively, from the properties acquired during the year ended December 31, 2017 (excluding the properties acquired as a result of the CCP Merger).