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Real Estate Property Investments
6 Months Ended
Jun. 30, 2016
Real Estate Property Investments  
Real Estate Property Investments

NOTE 3.  Real Estate Property Investments

2016 Acquisitions

The following table summarizes the Company’s real estate acquisitions for the six months ended June 30, 2016 (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consideration

 

Assets Acquired(1)

 

 

 

 

 

Liabilities

 

 

 

 

Net

 

Segment

 

Cash Paid

 

Assumed

 

Real Estate

 

Intangibles

 

Senior housing

 

$

76,362

 

$

1,200

 

$

71,875

 

$

5,687

 

Post-acute/skilled nursing

 

 

17,909

 

 

 —

 

 

16,596

 

 

1,313

 

 

 

$

94,271

 

$

1,200

 

$

88,471

 

$

7,000

 


(1)

The purchase price allocation is preliminary and may be subject to change. Revenues and earnings since the acquisition dates as well as the supplementary pro forma information, assuming these acquisitions occurred as of the beginning of the prior periods, were not material.

 

2015 Acquisitions

Acquisition of Private Pay Senior Housing Portfolio (“RIDEA III”).  On June 30, 2015, the Company and Brookdale Senior Living (“Brookdale”) acquired a portfolio of 35 private pay senior housing communities from Chartwell Retirement Residences, including two leasehold interests, representing 5,025 units. The portfolio was acquired under a RIDEA structure which is permitted by the Housing and Economic Recovery Act of 2008 (commonly referred to as “RIDEA”), with Brookdale owning a 10% noncontrolling interest. Brookdale has operated these communities since 2011 and continues to manage the communities under a long-term management agreement, which is cancellable under certain conditions (subject to a fee if terminated within seven years from the acquisition date). The Company paid $770 million in cash consideration, net of cash assumed, and assumed $32 million of net liabilities and $29 million of noncontrolling interests to acquire: (i) real estate with a fair value of $776 million, (ii) lease-up intangible assets with a fair value of $48 million and (iii) working capital of $7 million. As a result of the acquisition, the Company recognized a net termination fee of $8 million in rental and related revenues, which represents the termination value of the two leasehold interests. The lease-up intangible assets recognized were attributable to the value of the acquired underlying operating resident leases of the senior housing communities that were stabilized or nearly stabilized (i.e., resident occupancy above 80%).

 

Pro Forma Results of OperationsThe following unaudited pro forma consolidated results of operations assume that the RIDEA III acquisition was completed as of January 1, 2014 (in thousands, except per share data):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

Three Months Ended 

 

Six Months Ended 

    

 

    

June 30, 2015

 

June 30, 2015

    

Revenues

 

$

651,095

 

$

1,305,449

 

Net income (loss)

 

 

171,653

 

 

(61,945)

 

Net income (loss) applicable to HCP, Inc.

 

 

168,400

 

 

(68,700)

 

Basic earnings per common share

 

 

0.36

 

 

(0.15)

 

Diluted earnings per common share

 

 

0.36

 

 

(0.15)

 

 

2015 Other Acquisitions.  The following table summarizes the Company’s real estate acquisitions for the six months ended June 30, 2015 (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consideration

 

Assets Acquired

 

 

 

 

 

Liabilities

 

Noncontrolling

 

 

 

 

Net

 

Segment

 

Cash Paid

 

Assumed

 

Interest

 

Real Estate

 

Intangibles

 

Senior housing

 

$

178,888

(1)  

$

821

 

$

3,885

 

$

166,732

 

$

16,862

 

Post-acute/skilled nursing

 

 

178,707

(1)  

 

 —

 

 

 —

 

 

151,663

 

 

27,044

 

Medical office

 

 

377,351

 

 

12,851

 

 

 —

 

 

349,650

 

 

40,552

 

 

 

$

734,946

 

$

13,672

 

$

3,885

 

$

668,045

 

$

84,458

 


(1)Includes £174 million ($254 million) of the Company’s HC-One Facility (see Note 6) converted to fee ownership in a portfolio of 36 care homes located throughout the United Kingdom (“U.K.”).

 

Construction, Tenant and Other Capital Improvements

The following table summarizes the Company’s funding for construction, tenant and other capital improvements (in thousands):

 

 

 

 

 

 

 

 

 

 

Six Months Ended June 30,

Segment

 

2016

 

2015

Senior housing

 

$

65,290

 

$

36,826

Post-acute/skilled nursing

 

 

4,518

 

 

2,492

Life science

 

 

97,348

 

 

50,548

Medical office

 

 

55,391

 

 

49,534

Hospital

 

 

 —

 

 

37

 

 

$

222,547

 

$

139,437

 

 

Pending Acquisitions

In May 2016, the Company announced it entered into definitive agreements to acquire a portfolio of seven private pay senior housing communities for $186 million, including the assumption of $75 million of debt maturing in 2044 at a 4.0% interest rate. Consisting of 526 assisted living and memory care units, the portfolio will be managed by Senior Lifestyle Corporation in a 100% owned RIDEA structure. This transaction is expected to close in the second half of 2016 and remains subject to regulatory and third party approvals and other customary closing conditions.

 

Subsequent Event.  In July 2016, the Company acquired two life science buildings and a parcel of land in San Diego, California for $49 million.