Summarized Condensed Consolidating Information (Tables)

6 Months Ended

Jun. 30, 2018

Summarized Condensed Consolidating Information [Abstract]

CONDENSED CONSOLIDATING BALANCE SHEETS

JUNE 30, 2018

(in thousands, except share and per share amounts)



	Parent Guarantor			Issuers		Combined Subsidiary Guarantors		Elimination			Consolidated
Assets:
Real estate investments, net	$	—		$	829,720	$	337,281	$	—		$	1,167,001
Other real estate investments, net	—			12,362		5,746		—			18,108
Cash and cash equivalents	—			11,560		—		—			11,560
Accounts and other receivables, net	—			7,101		1,922		—			9,023
Prepaid expenses and other assets	—			4,970		2		—			4,972
Deferred financing costs, net	—			1,176		—		—			1,176
Investment in subsidiaries	654,987			464,159		—		(1,119,146		)	—
Intercompany	—			—		121,358		(121,358		)	—
Total assets	$	654,987		$	1,331,048	$	466,309	$	(1,240,504	)	$	1,211,840
Liabilities and Equity:
Senior unsecured notes payable, net	$	—		$	294,774	$	—	$	—		$	294,774
Senior unsecured term loan, net	—			99,564		—		—			99,564
Unsecured revolving credit facility	—			150,000		—		—			150,000
Accounts payable and accrued liabilities	—			10,364		2,151		—			12,515
Dividends payable	16,249			—		—		—			16,249
Intercompany	—			121,358		—		(121,358		)	—
Total liabilities	16,249			676,060		2,151		(121,358		)	573,102
Equity:
Common stock, $0.01 par value; 500,000,000 shares authorized, 78,550,687 shares issued and outstanding as of June 30, 2018	785			—		—		—			785
Additional paid-in capital	831,286			562,714		321,761		(884,475		)	831,286
Cumulative distributions in excess of earnings	(193,333		)	92,274		142,397		(234,671		)	(193,333		)
Total equity	638,738			654,988		464,158		(1,119,146		)	638,738
Total liabilities and equity	$	654,987		$	1,331,048	$	466,309	$	(1,240,504	)	$	1,211,840

CONDENSED CONSOLIDATING BALANCE SHEETS

DECEMBER 31, 2017

(in thousands, except share and per share amounts)



	Parent Guarantor			Issuers		Combined Subsidiary Guarantors		Elimination			Consolidated
Assets:
Real estate investments, net	$	—		$	805,826	$	346,435	$	—		$	1,152,261
Other real estate investments, net	—			12,399		5,550		—			17,949
Cash and cash equivalents	—			6,909		—		—			6,909
Accounts and other receivables, net	—			2,945		2,309		—			5,254
Prepaid expenses and other assets	—			893		2		—			895
Deferred financing costs, net	—			1,718		—		—			1,718
Investment in subsidiaries	619,075			444,120		—		(1,063,195		)	—
Intercompany	—			—		92,061		(92,061		)	—
Total assets	$	619,075		$	1,274,810	$	446,357	$	(1,155,256	)	$	1,184,986
Liabilities and Equity:
Senior unsecured notes payable, net	$	—		$	294,395	$	—	$	—		$	294,395
Senior unsecured term loan, net	—			99,517		—		—			99,517
Unsecured revolving credit facility	—			165,000		—		—			165,000
Accounts payable and accrued liabilities	—			15,176		2,237		—			17,413
Dividends payable	14,044			—		—		—			14,044
Intercompany	—			92,061		—		(92,061		)	—
Total liabilities	14,044			666,149		2,237		(92,061		)	590,369
Equity:
Common stock, $0.01 par value; 500,000,000 shares authorized, 75,478,202 shares issued and outstanding as of December 31, 2017	755			—		—		—			755
Additional paid-in capital	783,237			546,097		321,761		(867,858		)	783,237
Cumulative distributions in excess of earnings	(178,961		)	62,564		122,359		(195,337		)	(189,375		)
Total equity	605,031			608,661		444,120		(1,063,195		)	594,617
Total liabilities and equity	$	619,075		$	1,274,810	$	446,357	$	(1,155,256	)	$	1,184,986

Condensed Consolidating Income Statements

CONDENSED CONSOLIDATING INCOME STATEMENTS

FOR THE THREE MONTHS ENDED JUNE 30, 2018

(in thousands)



	Parent Guarantor		Issuers		Combined Subsidiary Guarantors		Elimination			Consolidated
Revenues:
Rental income	$	—	$	20,170	$	14,538	$	—		$	34,708
Tenant reimbursements	—		1,792		1,224		—			3,016
Independent living facilities	—		—		845		—			845
Interest and other income	—		299		101		—			400
Total revenues	—		22,261		16,708		—			38,969
Expenses:
Depreciation and amortization	—		6,717		4,582		—			11,299
Interest expense	—		7,285		—		—			7,285
Property taxes	—		1,792		1,224		—			3,016
Independent living facilities	—		—		744		—			744
General and administrative	931		2,351		76		—			3,358
Total expenses	931		18,145		6,626		—			25,702
Income in Subsidiary	14,198		10,082		—		(24,280		)	—
Net income	$	13,267	$	14,198	$	10,082	$	(24,280	)	$	13,267

CONDENSED CONSOLIDATING INCOME STATEMENTS

FOR THE THREE MONTHS ENDED JUNE 30, 2017

(in thousands)



	Parent Guarantor		Issuers		Combined Subsidiary Guarantors		Elimination			Consolidated
Revenues:
Rental income	$	—	$	14,294	$	14,217	$	—		$	28,511
Tenant reimbursements	—		1,158		1,231		—			2,389
Independent living facilities	—		—		789		—			789
Interest and other income	—		—		1,140		—			1,140
Total revenues	—		15,452		17,377		—			32,829
Expenses:
Depreciation and amortization	—		4,529		4,806		—			9,335
Interest expense	—		6,219		—		—			6,219
Loss on the extinguishment of debt	—		11,883		—		—			11,883
Property taxes	—		1,158		1,231		—			2,389
Independent living facilities	—		—		644		—			644
Impairment of real estate investment	—		—		890		—			890
General and administrative	728		2,187		62		—			2,977
Total expenses	728		25,976		7,633		—			34,337
Gain on disposition of other real estate investment	—		—		3,538		—			3,538
Income in Subsidiary	2,758		13,282		—		(16,040		)	—
Net income	$	2,030	$	2,758	$	13,282	$	(16,040	)	$	2,030

CONDENSED CONSOLIDATING INCOME STATEMENTS

FOR THE SIX MONTHS ENDED JUNE 30, 2018

(in thousands)



	Parent Guarantor		Issuers		Combined Subsidiary Guarantors		Elimination			Consolidated
Revenues:
Rental income	$	—	$	39,568	$	28,956	$	—		$	68,524
Tenant reimbursements	—		3,556		2,428		—			5,984
Independent living facilities	—		—		1,644		—			1,644
Interest and other income	—		722		196		—			918
Total revenues	—		43,846		33,224		—			77,070
Expenses:
Depreciation and amortization	—		13,655		9,221		—			22,876
Interest expense	—		14,377		—		—			14,377
Property taxes	—		3,556		2,428		—			5,984
Independent living facilities	—		—		1,460		—			1,460
General and administrative	1,835		4,639		76		—			6,550
Total expenses	1,835		36,227		13,185		—			51,247
Gain on sale of real estate	—		2,051		—		—			2,051
Income in Subsidiary	29,709		20,039		—		(49,748		)	—
Net income	$	27,874	$	29,709	$	20,039	$	(49,748	)	$	27,874

CONDENSED CONSOLIDATING INCOME STATEMENTS

FOR THE SIX MONTHS ENDED JUNE 30, 2017

(in thousands)



	Parent Guarantor		Issuers		Combined Subsidiary Guarantors		Elimination			Consolidated
Revenues:
Rental income	$	—	$	27,517	$	28,333	$	—		$	55,850
Tenant reimbursements	—		2,236		2,474		—			4,710
Independent living facilities	—		—		1,582		—			1,582
Interest and other income	—		—		1,295		—			1,295
Total revenues	—		29,753		33,684		—			63,437
Expenses:
Depreciation and amortization	—		8,715		9,696		—			18,411
Interest expense	—		12,098		—		—			12,098
Loss on the extinguishment of debt	—		11,883		—		—			11,883
Property taxes	—		2,236		2,474		—			4,710
Independent living facilities	—		—		1,305		—			1,305
Impairment of real estate investment	—		—		890		—			890
General and administrative	1,277		4,028		62		—			5,367
Total expenses	1,277		38,960		14,427		—			54,664
Gain on disposition of other real estate investment	—		—		3,538		—			3,538
Income in Subsidiary	13,588		22,795		—		(36,383		)	—
Net income	$	12,311	$	13,588	$	22,795	$	(36,383	)	$	12,311

Condensed Consolidating Statements of Cash Flows

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2018

(in thousands)



	Parent Guarantor			Issuers			Combined Subsidiary Guarantors			Elimination			Consolidated
Cash flows from operating activities:
Net cash (used in) provided by operating activities	$	(7	)	$	12,758		$	29,365		$	—		$	42,116
Cash flows from investing activities:
Acquisitions of real estate	—			(47,310		)	—			—			(47,310		)
Improvements to real estate	—			(495		)	(11		)	—			(506		)
Purchases of equipment, furniture and fixtures	—			(645		)	(57		)	—			(702		)
Investment in real estate mortgage and other loans receivable	—			(1,390		)	—			—			(1,390		)
Principal payments received on mortgage loan receivable	—			58			—			—			58
Escrow deposit for acquisitions of real estate	—			(2,250		)	—			—			(2,250		)
Net proceeds from the sale of real estate	—			13,004			—			—			13,004
Distribution from subsidiary	29,628			—			—			(29,628		)	—
Intercompany financing	(46,252		)	29,297			—			16,955			—
Net cash used in investing activities	(16,624		)	(9,731		)	(68		)	(12,673		)	(39,096		)
Cash flows from financing activities:
Proceeds from the issuance of common stock, net	47,547			—			—			—			47,547
Borrowings under unsecured revolving credit facility	—			60,000			—			—			60,000
Payments on unsecured revolving credit facility	—			(75,000		)	—			—			(75,000		)
Net-settle adjustment on restricted stock	(1,288		)	—			—			—			(1,288		)
Dividends paid on common stock	(29,628		)	—			—			—			(29,628		)
Distribution to Parent	—			(29,628		)	—			29,628			—
Intercompany financing	—			46,252			(29,297		)	(16,955		)	—
Net cash provided by (used in) financing activities	16,631			1,624			(29,297		)	12,673			1,631
Net increase in cash and cash equivalents	—			4,651			—			—			4,651
Cash and cash equivalents beginning of period	—			6,909			—			—			6,909
Cash and cash equivalents end of period	$	—		$	11,560		$	—		$	—		$	11,560

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2017

(in thousands)



	Parent Guarantor			Issuers			Combined Subsidiary Guarantors			Elimination			Consolidated
Cash flows from operating activities:
Net cash (used in) provided by operating activities:	$	(141	)	$	10,517		$	34,525		$	—		$	44,901
Cash flows from investing activities:
Acquisitions of real estate	—			(96,641		)	—			—			(96,641		)
Improvements to real estate	—			(556		)	(42		)	—			(598		)
Purchases of equipment, furniture and fixtures	—			(169		)	(64		)	—			(233		)
Escrow deposit for acquisitions of real estate	—			(4,335		)	—			—			(4,335		)
Sale of other real estate investment	—			—			7,500			—			7,500
Distribution from subsidiary	24,497			—			—			(24,497		)	—
Intercompany financing	(169,478		)	41,919			—			127,559			—
Net cash (used in) provided by investing activities	(144,981		)	(59,782		)	7,394			103,062			(94,307		)
Cash flows from financing activities:
Proceeds from the issuance of common stock, net	170,485			—			—			—			170,485
Proceeds from the issuance of senior unsecured notes payable	—			300,000			—			—			300,000
Borrowings under unsecured revolving credit facility	—			63,000			—			—			63,000
Payments on senior unsecured notes payable	—			(267,639		)	—			—			(267,639		)
Payments on unsecured revolving credit facility	—			(158,000		)	—			—			(158,000		)
Payments of deferred financing costs	—			(5,511		)	—			—			(5,511		)
Net-settle adjustment on restricted stock	(866		)	—			—			—			(866		)
Dividends paid on common stock	(24,497		)	—			—			—			(24,497		)
Distribution to Parent	—			(24,497		)	—			24,497			—
Intercompany financing	—			169,478			(41,919		)	(127,559		)	—
Net cash provided by (used in) financing activities	145,122			76,831			(41,919		)	(103,062		)	76,972
Net increase in cash and cash equivalents	—			27,566			—			—			27,566
Cash and cash equivalents beginning of period	—			7,500			—			—			7,500
Cash and cash equivalents end of period	$	—		$	35,066		$	—		$	—		$	35,066