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Acquisitions and Disposition
9 Months Ended
Sep. 30, 2015
Business Combinations [Abstract]  
Acquisitions and Disposition
Acquisitions and Dispositions
 
During the nine months ended September 30, 2015, the Trust completed acquisitions of 47 operating healthcare properties located in 18 states for an aggregate purchase price of approximately $676.0 million. In addition, the Trust completed a $9.0 million mezzanine loan transaction on June 1, 2015 and a $3.1 million mezzanine loan transaction on August 21, 2015.

Investment activity for the three months ended September 30, 2015 is summarized below:
 
Property (1)
 
Location
 
Acquisition
Date
 
Purchase
Price
(in thousands)
Randall Road MOB - Suite 140 (2)
 
Elgin, IL
 
July 17, 2015
 
$
1,750

Medical Specialists of Palm Beach (2)
 
Atlantis, FL
 
July 24, 2015
 
11,051

Trios Health MOB (2)
 
Kennewick, WA
 
July 31, 2015
 
64,000

OhioHealth - SW Health Center (2)
 
Grove City, OH
 
July 31, 2015
 
11,460

Integrated Medical Services (IMS) Portfolio
 
 
 
 
 
 
IMS - Paradise Valley MOB (2)
 
Phoenix, AZ
 
August 14, 2015
 
31,814

IMS - Avondale MOB (2)
 
Avondale, AZ
 
August 19, 2015
 
22,144

IMS - Palm Valley MOB (2)
 
Goodyear, AZ
 
August 19, 2015
 
35,184

IMS - North Mountain MOB (2)
 
Phoenix, AZ
 
August 31, 2015
 
51,740

Warm Springs Rehab Hospital Mezz Loan (3)
 
Kyle, TX
 
August 21, 2015
 
3,138

Memorial Hermann Medical Complex (2 MOBs) (2)
 
Katy, TX
 
September 1, 2015
 
40,400

New Albany Medical Center (2) (4)
 
New Albany, OH
 
September 9, 2015
 
11,200

Fountain Hills Medical Campus (2)
 
Fountain Hills, AZ
 
September 30, 2015
 
13,250

 
 
 
 
 
 
$
297,131


(1)
“MOB” means medical office building.
(2)
The Trust accounted for these acquisitions as business combinations pursuant to the acquisition method and expensed total acquisition costs of $3.3 million.
(3)
The Trust made a $3.1 million mezzanine term loan to partially fund the borrower's acquisition of the 54,500 square foot Warm Springs Rehabilitation Hospital in Kyle, Texas. The mezzanine loan is collateralized by an equity interest in the property and accrues interest at a rate of 8.5% per year. The Trust has an option to purchase the property.
(4)
The Operating Partnership partially funded the purchase price of this acquisition by issuing a total of 16,866 OP Units valued at approximately $0.2 million in the aggregate on the date of issuance.

     For the three months ended September 30, 2015, the Trust recorded revenues and net income from its 2015 acquisitions of $13.0 million and $3.8 million, respectively. For the nine months ended September 30, 2015, the Trust recorded revenues and net income from its 2015 acquisitions of $23.1 million and $5.7 million, respectively.
 
The following table summarizes the acquisition date fair values of the assets acquired and the liabilities assumed, which the Trust determined using Level 2 and Level 3 inputs (in thousands):
 
 
1st Quarter
 
2nd Quarter
 
3rd Quarter
 
Total
Land
$
21,075

 
$
10,401

 
$
13,199

 
$
44,675

Building and improvements
175,050

 
113,411

 
238,209

 
526,670

In-place lease intangible
32,398

 
13,651

 
31,125

 
77,174

Above market in-place lease intangible
3,679

 
7,950

 
2,288

 
13,917

Below market in-place lease intangible
(315
)
 
(258
)
 
(2,052
)
 
(2,625
)
Below market in-place ground lease
158

 
1,482

 
11,230

 
12,870

Lease inducement
462

 
1,983

 
33

 
2,478

Contingent consideration
(1,482
)
 

 

 
(1,482
)
Receivables
3,564

 

 

 
3,564

Debt assumed
(6,323
)
 
(12,367
)
 

 
(18,690
)
Issuance of OP Units
(7,314
)
 
(3,420
)
 
(239
)
 
(10,973
)
Issuance of Series A Preferred Units
(9,704
)
 

 

 
(9,704
)
Noncontrolling interest
(5,508
)
 

 

 
(5,508
)
Net assets acquired
$
205,740


$
132,833

 
$
293,793


$
632,366


 
These preliminary allocations are subject to revision within the measurement period, not to exceed one year from the date of the acquisitions.

Unaudited Pro Forma Financial Information
 
The following table illustrates the effect on net income, earnings per share - basic and diluted as if the Trust had acquired the above acquisitions as of January 1, 2014 (in thousands, except per share amounts):
 
 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2015
 
2014
 
2015
 
2014
Revenue
$
38,473

 
$
21,134

 
$
113,673

 
$
81,413

Net income
8,680

 
838

 
25,672

 
6,339

Net income available to common shareholders
8,161

 
646

 
24,118

 
5,560

Earnings per share
$
0.11

 
$
0.01

 
$
0.34

 
$
0.08

Common shares outstanding
71,320,174

 
71,320,174

 
71,320,174

 
71,320,174


 
Dispositions
 
On March 26, 2015, the Trust sold a 20,329 square foot medical office building located in Ohio for approximately $1.6 million and recognized a loss on the sale of approximately $15,000.

On July 31, 2015, the Trust sold a 26,783 square foot medical office building located in Michigan for approximately $1.5 million and recognized a gain on the sale of approximately $0.1 million.

Due to the Trust’s adoption of Accounting Standards Update 2014-8, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-8”), which raises the threshold for disposals to qualify as discontinued operations, the Trust did not report these dispositions as discontinued operations.