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Section 1: 10-Q (10-Q)

mrt-10q_20180331.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2018

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from               to

 

Commission File Number: 001-37887

 

MEDEQUITIES REALTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Maryland

46-5477146

( State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer
Identification No.)

3100 West End Avenue, Suite 1000

Nashville, TN

37203

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (615) 627-4710

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes      No  

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

  

Accelerated filer

 

 

 

 

 

Non-accelerated filer

 

 (Do not check if a small reporting company)

  

Small reporting company

 

 

 

 

 

 

 

 

 

 

 

 

Emerging growth company

 

 

 

 

 

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

As of May 3, 2018, the registrant had 31,886,684 shares of common stock outstanding.

 

 


MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

 

Table of Contents

 

 

 

 

Page

PART I.

FINANCIAL INFORMATION

 

Item 1.

Financial Statements (Unaudited)

3

 

Consolidated Balance Sheets

3

 

Consolidated Statements of Income

4

 

Consolidated Statements of Comprehensive Income

5

 

Consolidated Statement of Equity

6

 

Consolidated Statements of Cash Flows

7

 

Notes to Interim Consolidated Financial Statements

8

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

15

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

27

Item 4.

Controls and Procedures

27

PART II.

OTHER INFORMATION

 

Item 1.

Legal Proceedings

27

Item 1A.

Risk Factors

27

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

28

Item 3.

Defaults Upon Senior Securities

28

Item 4.

Mine Safety Disclosures

28

Item 5.

Other Information

28

Item 6.

Exhibits

29

Signatures

 

30

 

 

 

 

2


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(in thousands, except per share amounts)

 

 

 

March 31, 2018

 

 

December 31, 2017

 

 

 

(Unaudited)

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Real estate properties

 

 

 

 

 

 

 

 

Land

 

$

43,181

 

 

$

43,180

 

Building and improvements

 

 

505,699

 

 

 

505,623

 

Intangible lease assets

 

 

11,387

 

 

 

11,387

 

Furniture, fixtures, and equipment

 

 

3,538

 

 

 

3,538

 

Less accumulated depreciation and amortization

 

 

(46,286

)

 

 

(41,984

)

Total real estate properties, net

 

 

517,519

 

 

 

521,744

 

 

 

 

 

 

 

 

 

 

Mortgage notes receivable, net

 

 

41,513

 

 

 

18,557

 

Cash and cash equivalents

 

 

5,917

 

 

 

12,640

 

Other assets, net

 

 

32,729

 

 

 

28,662

 

Total Assets

 

$

597,678

 

 

$

581,603

 

 

 

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Debt, net

 

$

232,065

 

 

$

215,523

 

Accounts payable and accrued liabilities

 

 

6,204

 

 

 

6,605

 

Deferred revenue

 

 

1,587

 

 

 

2,722

 

Total liabilities

 

 

239,856

 

 

 

224,850

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

Common stock, $0.01 par value. Authorized 400,000 shares; 31,887 and 31,836

   issued and outstanding at March 31, 2018 and December 31, 2017,

   respectively

 

 

314

 

 

 

314

 

Additional paid in capital

 

 

376,702

 

 

 

375,690

 

Dividends declared

 

 

(74,525

)

 

 

(67,691

)

Retained earnings

 

 

49,365

 

 

 

44,196

 

Accumulated other comprehensive income

 

 

3,034

 

 

 

1,247

 

Total MedEquities Realty Trust, Inc. stockholders' equity

 

 

354,890

 

 

 

353,756

 

Noncontrolling interest

 

 

2,932

 

 

 

2,997

 

Total equity

 

 

357,822

 

 

 

356,753

 

Total Liabilities and Equity

 

$

597,678

 

 

$

581,603

 

 

See accompanying notes to interim consolidated financial statements.

 

 

3


MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

Consolidated Statements of Income

(in thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2018

 

 

2017

 

Revenues

 

 

 

 

 

 

 

 

Rental income

 

$

15,929

 

 

$

13,839

 

Interest on mortgage notes receivable

 

 

787

 

 

 

433

 

Interest on notes receivable

 

 

-

 

 

 

10

 

Total revenues

 

 

16,716

 

 

 

14,282

 

Expenses

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

4,194

 

 

 

3,618

 

Property related

 

 

322

 

 

 

352

 

Acquisition related

 

 

108

 

 

 

66

 

Franchise, excise and other taxes

 

 

71

 

 

 

86

 

General and administrative

 

 

3,316

 

 

 

3,171

 

Total operating expenses

 

 

8,011

 

 

 

7,293

 

Operating income

 

 

8,705

 

 

 

6,989

 

 

 

 

 

 

 

 

 

 

Other income (expense)

 

 

 

 

 

 

 

 

Interest and other income

 

 

7

 

 

 

1

 

Interest expense

 

 

(2,558

)

 

 

(1,515

)

 

 

 

(2,551

)

 

 

(1,514

)

 

 

 

 

 

 

 

 

 

Net income

 

$

6,154

 

 

$

5,475

 

Less: Net income attributable to noncontrolling interest

 

 

(985

)

 

 

(944

)

Net income attributable to common stockholders

 

$

5,169

 

 

$

4,531

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders per share

 

 

 

 

 

 

 

 

Basic and diluted

 

$

0.16

 

 

$

0.14

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

Basic

 

 

31,550

 

 

 

31,415

 

Diluted

 

 

31,610

 

 

 

31,415

 

 

 

 

 

 

 

 

 

 

Dividends declared per common share

 

$

0.21

 

 

$

0.21

 

 

See accompanying notes to interim consolidated financial statements.

 


4


MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

(in thousands)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2018

 

 

2017

 

 

 

 

 

 

 

 

 

 

Net income

 

$

6,154

 

 

$

5,475

 

Other comprehensive income:

 

 

 

 

 

 

 

 

Increase in fair value of cash flow hedge

 

 

1,787

 

 

 

370

 

Total other comprehensive income

 

 

1,787

 

 

 

370

 

Comprehensive income

 

 

7,941

 

 

 

5,845

 

Less: comprehensive income attributable to noncontrolling interest

 

 

(985

)

 

 

(944

)

Comprehensive income attributable to MedEquities Realty Trust, Inc.

 

$

6,956

 

 

$

4,901

 

 

See accompanying notes to interim consolidated financial statements.

 

 

5


MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

Consolidated Statement of Equity

(in thousands)

(Unaudited)

 

 

 

Common Stock

 

 

Additional

Paid-In

 

 

Retained

 

 

Dividends

 

 

Accumulated Other Comprehensive

 

 

Non-

controlling

 

 

 

 

 

 

 

Shares

 

 

Par Value

 

 

Capital

 

 

Earnings

 

 

Declared

 

 

Income

 

 

Interest

 

 

Total Equity

 

Balance at December 31, 2017

 

 

31,836

 

 

$

314

 

 

$

375,690

 

 

$

44,196

 

 

$

(67,691

)

 

$

1,247

 

 

$

2,997

 

 

$

356,753

 

Grants of restricted stock

 

 

47

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Vesting of restricted stock units

 

 

8

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Shares surrendered for taxes upon vesting

 

 

(4

)

 

 

-

 

 

 

(44

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(44

)

Other comprehensive income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,787

 

 

 

-

 

 

 

1,787

 

Distributions to noncontrolling interest

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,050

)

 

 

(1,050

)

Stock-based compensation

 

 

-

 

 

 

-

 

 

 

1,056

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,056

 

Net income

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,169

 

 

 

-

 

 

 

-

 

 

 

985

 

 

 

6,154

 

Dividends to common stockholders

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(6,834

)

 

 

-

 

 

 

-

 

 

 

(6,834

)

Balance at March 31, 2018

 

 

31,887

 

 

$

314

 

 

$

376,702

 

 

$

49,365

 

 

$

(74,525

)

 

$

3,034

 

 

$

2,932

 

 

$

357,822

 

 

See accompanying notes to interim consolidated financial statements.

 

 

6


MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2018

 

 

2017

 

Operating activities

 

 

 

 

 

 

 

 

Net income

 

$

6,154

 

 

$

5,475

 

Adjustments to reconcile net income to net cash provided by operating activities

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

4,712

 

 

 

4,217

 

Stock-based compensation

 

 

1,056

 

 

 

956

 

Straight-line rent receivable

 

 

(1,702

)

 

 

(1,243

)

Straight-line rent liability

 

 

38

 

 

 

40

 

Construction mortgage interest income

 

 

(235

)

 

 

-

 

Write-off of pre-acquisition costs

 

 

13

 

 

 

-

 

Changes in operating assets and liabilities

 

 

 

 

 

 

 

 

Other assets

 

 

(602

)

 

 

1,261

 

Accounts payable and accrued liabilities

 

 

(469

)

 

 

(1,102

)

Deferred revenues

 

 

(1,126

)

 

 

(878

)

Net cash provided by operating activities

 

 

7,839

 

 

 

8,726

 

Investing activities

 

 

 

 

 

 

 

 

Acquisitions of real estate

 

 

(82

)

 

 

-

 

Capital expenditures for real estate

 

 

(59

)

 

 

(173

)

Funding of mortgage notes and note receivable

 

 

(22,711

)

 

 

(12,500

)

Repayments of notes receivable

 

 

-

 

 

 

50

 

Capitalized pre-acquisition costs, net

 

 

(305

)

 

 

(109

)

Capital expenditures for corporate property

 

 

-

 

 

 

(4

)

Net cash used in investing activities

 

 

(23,157

)

 

 

(12,736

)

Financing activities

 

 

 

 

 

 

 

 

Net borrowings (repayments) on secured revolving credit facility

 

 

16,500

 

 

 

(112,500

)

Dividends paid to common stockholders

 

 

(6,710

)

 

 

(6,647

)

Distributions to noncontrolling interest

 

 

(1,050

)

 

 

(1,021

)

Deferred loan costs

 

 

(65

)

 

 

(2,711

)

Taxes remitted upon vesting of restricted stock

 

 

(62

)

 

 

-

 

Capitalized pre-offering costs

 

 

(18

)

 

 

-

 

Proceeds from borrowings on term loan

 

 

-

 

 

 

125,000

 

Cancellation of restricted stock

 

 

-

 

 

 

(50

)

Offering costs

 

 

-

 

 

 

(26

)

Net cash provided by financing activities

 

 

8,595

 

 

 

2,045

 

Decrease in cash, cash equivalents, and restricted cash

 

 

(6,723

)

 

 

(1,965

)

Cash, cash equivalents and restricted cash at beginning of period

 

 

12,640

 

 

 

9,771

 

Cash, cash equivalents and restricted cash at end of period

 

$

5,917

 

 

$

7,806

 

 

 

 

 

 

 

 

 

 

Supplemental Cash Flow Information

 

 

 

 

 

 

 

 

Interest paid

 

$

2,359

 

 

$

775

 

Accrued pre-acquisition costs

 

 

64

 

 

 

65

 

Accrued deferred loan costs

 

 

-

 

 

 

27

 

 

See accompanying notes to interim consolidated financial statements.

 

 

7


MEDEQUITIES REALTY TRUST, INC. AND SUBSIDIARIES

Notes to Interim Consolidated Financial Statements

Unaudited

March 31, 2018

 

Note 1 - Organization and Nature of Business

MedEquities Realty Trust, Inc. (the “Company”), which was incorporated in the state of Maryland on April 23, 2014, is a self-managed and self-administered company that invests in a diversified mix of healthcare properties and healthcare-related real estate debt investments. As of March 31, 2018, the Company had investments of $559.0 million, net in 32 real estate properties and six mortgage notes receivable. The Company owns 100% of all of its properties and investments, other than Baylor Scott & White Medical Center - Lakeway (“Lakeway Hospital”), in which the Company owns a 51% interest through a consolidated partnership (the “Lakeway Partnership”). All of the Company’s assets are held by, and its operations conducted through, its operating partnership, MedEquities Realty Operating Partnership, LP, which is a 100% owned subsidiary of the Company. The Company has elected to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes.

Note 2 - Accounting Policies and Related Matters

The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of its financial position and results of operations. Interim results of operations are not necessarily indicative of the results that may be achieved for a full year. The financial statements and related notes do not include all information and footnotes required by GAAP for annual reports. These interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2017, included in the Company’s 2017 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 21, 2018.

The interim consolidated financial statements include the accounts of the Company’s wholly owned subsidiaries and subsidiaries in which the Company has a controlling interest. All material intercompany transactions and balances have been eliminated in consolidation.

For information about significant accounting policies, refer to the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2017 included in the Company’s 2017 Annual Report on Form 10-K filed with the SEC on February 21, 2018. During the three months ended March 31, 2018, there were no material changes to these policies except as noted below.

Recent Accounting Developments: On January 1, 2018, the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Update (“ASU”) No. 2016-18, “Statement of Cash Flows - Restricted Cash,” became effective for the Company. This guidance requires that a statement of cash flows explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The consolidated statement of cash flows for the three months ended March 31, 2017 reflects an increase in the beginning of period cash, cash equivalents and restricted cash line item and a decrease in the change in other assets line item, each of approximately $0.3 million, as a result of the adoption of this new guidance.

On January 1, 2018, the FASB’s new revenue recognition standard included in Accounting Standards Codification (“ASC”) 606, Revenue from Contacts with Customers, became effective for the Company. This new revenue recognition standard superseded most of the existing revenue recognition guidance. This standard’s core principle is that a company will recognize revenue when it transfers goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods and services. The Company’s revenues are comprised of rental income from leasing arrangements and interest from mortgage and other notes receivable, which are specifically excluded from the new revenue recognition guidance. Therefore, implementation of this new standard did not have a significant impact on the Company’s consolidated financial position, results of operations and cash flows.

In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities.” The purpose of this updated guidance is to align better a company’s financial reporting for hedging activities with the economic objectives of those activities. The transition guidance provides companies with the option of early adopting the new standard using a modified retrospective transition method in any interim period after issuance of the update, or alternatively requires adoption for fiscal years beginning January 1, 2019. The Company adopted the new standard on January 1, 2018, which had no impact on the Company’s consolidated financial statements.

8


In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheet and making targeted improvements to lessor accounting. The guidance requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The guidance will be effective beginning January 1, 2019. Early adoption is permitted. The Company expects to adopt this standard on January 1, 2019. The Company does not anticipate significant changes in the timing of income from its leases with tenants. However, the Company will be required to recognize right of use assets and related lease liabilities on its consolidated balances sheets in circumstances where the Company is the lessee. As of March 31, 2018, the Company was the lessee under two leases, one ground lease and a lease for its corporate office space, which are expected to result in approximately $0.5 million in rent expense for the year ended December 31, 2018. The Company does not anticipate that the adoption of this standard will have a material effect on its financial condition or results of operations. The Company is in the process of determining the amount of the right of use assets and related lease liabilities that will be recognized upon adoption.

In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326),” which requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The standard also requires additional disclosures related to significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an entity’s portfolio.  The amended guidance is effective for fiscal years, and interim periods within those years, beginning January 1, 2020, with early adoption permitted for the fiscal years, and interim periods within those fiscal years, beginning January 1, 2019. The Company is evaluating the impact of adopting this new accounting standard on the Company’s consolidated financial statements and currently expects that it will not have a material impact.

Note 3 – Investment Activity

During the three months ended March 31, 2018, the Company originated three mortgage notes receivable and funded additional principal under an existing mortgage note receivable for a total additional investment of $21.3 million. Additional details regarding these investments are described in more detail below.

On January 8, 2018, the Company closed on a construction mortgage receivable with a maximum principal amount of up to $19.0 million to Haven Behavioral Healthcare, Inc. to fund the purchase and conversion of an existing long-term acute care hospital to a 72-bed inpatient psychiatric hospital in Meridian, Idaho. The loan has a three-year term and an annual interest rate of 10.0%. Interest accrues monthly and is added to the outstanding balance of the mortgage note receivable. Upon completion of the planned renovation, the Company has the exclusive right to purchase the property, for a purchase price equal to the outstanding loan balance, in a sale-leaseback transaction with a 15-year triple-net master lease with an initial yield of 9.3%. The balance outstanding under this loan was approximately $7.9 million as of March 31, 2018.

On January 31, 2018, the Company originated a $5.4 million mortgage note receivable to Louisville Rehab LP to partially fund the construction of a 42-bed, 57,275 square foot inpatient rehabilitation facility in Clarksville, Indiana. The note is secured by a second lien on the facility. The three-year loan has an annual interest rate of 9.5%, which has a claw-back feature that would equate to a 15.0% rate from inception of the loan should the Company elect not to exercise its purchase option. The Company has the exclusive option to purchase the new facility upon completion for approximately $26.0 million that would be leased pursuant to a 20-year triple-net master lease guaranteed by Cobalt Medical Partners and Cobalt Rehabilitation Hospitals at an initial lease rate of 9.0%.

On February 16, 2018, the Company funded an additional $3.0 million under an existing mortgage note receivable with Medistar corporation, which is secured by land and an existing building in Webster, Texas that increased the total balance of the loan to $9.7 million.  Effective with this additional funding, the interest rate under the loan increased from an annual interest rate of 10.0% to an annual interest rate of 12% and is payable upon maturity of the loan on December 31, 2018.

On March 29, 2018, the Company originated a $5.0 million mortgage note receivable with a subsidiary real estate entity of GruenePointe Holdings, LLC, which is secured by a second lien on a skilled nursing and assisted living facility (“Adora Midtown”) and a first lien on an additional parcel of land in Dallas, Texas.  The loan has a two-year term and accrues interest at an annual rate of 10% that is payable on the maturity date of March 29, 2020. The Company has an existing purchase option on Adora Midtown for a gross purchase price not to exceed approximately $28.0 million, plus an earnout based on the facility’s earnings before interest, taxes, depreciation, amortization and rent expense during the three years following the closing date of the acquisition.

 


9


Construction Mortgage Notes Activity

  The Company has two construction mortgage loans with funding commitments of up to $25.0 million, which are detailed in the table below (dollars in thousands):

Investment

 

Origination Date

 

Total Commitment

 

 

Outstanding Balance at March 31, 2018

 

Sequel Construction Mortgage Loan

 

October 2017

 

$

6,000

 

 

$

3,804

 

Haven Construction Mortgage Loan

 

January 2018

 

 

19,000

 

 

 

7,853

 

Total

 

 

 

$

25,000

 

 

$

11,657

 

Concentrations of Credit Risks

The following table contains information regarding tenant concentration in the Company’s portfolio, based on the percentage of revenue for the three months ended March 31, 2018 and 2017, related to tenants, or affiliated tenants, that exceed 10% of revenues:

 

 

 

% of Total Revenue for the

three months ended March 31,

 

 

 

2018

 

 

2017

 

BSW Health

 

21.9%

 

 

25.8%

 

Texas Ten Tenant

 

21.4%

 

 

24.9%

 

Fundamental Healthcare

 

15.3%

 

 

14.2%

 

Life Generations Healthcare

 

12.9%

 

 

15.1%

 

Vibra Healthcare

 

11.4%

 

 

13.6%

 

 

The following table contains information regarding the geographic concentration of the properties in the Company’s portfolio as of March 31, 2018, which includes percentage of rental income for the three months ended March 31, 2018 and 2017 (dollars in thousands):

 

 

 

 

 

 

 

 

 

% of Total

 

 

% of Rental Income

 

State

 

Number of

Properties

 

Gross Investment

 

 

Real Estate                              Property Investments

 

 

Three months ended

March 31, 2018

 

 

Three months ended

March 31, 2017

 

Texas

 

17

 

$

300,259

 

 

53.3%

 

 

59.1%

 

 

63.1%

 

California

 

7

 

 

154,726

 

 

27.4%

 

 

21.6%

 

 

25.1%

 

Nevada

 

4

 

 

63,648

 

 

11.3%

 

 

12.1%

 

 

8.3%

 

South Carolina

 

1

 

 

20,000

 

 

3.5%

 

 

3.2%

 

 

3.5%

 

Indiana

 

2

 

 

15,039

 

 

 

2.7%

 

 

2.4%

 

 

 

-

 

Connecticut

 

1

 

 

10,133

 

 

1.8%

 

 

1.6%

 

 

 

-

 

 

 

32

 

$

563,805

 

 

100.0%

 

 

 

100.0%

 

 

 

100.0%

 

 

Note 4 – Debt

The table below details the Company’s debt balance at March 31, 2018 and December 31, 2017 (in thousands):

 

 

 

March 31, 2018

 

 

December 31, 2017

 

Term loan- secured

 

$

125,000

 

 

$

125,000

 

Revolving credit facility- secured

 

 

107,700

 

 

 

91,200

 

Unamortized deferred financing costs

 

 

(635

)

 

 

(677

)

 

 

$

232,065

 

 

$

215,523

 

The Company’s second amended and restated credit agreement (the “credit agreement”) provides for a $300 million revolving credit facility that matures in February 2021 and a $125 million term loan that matures in February 2022. The revolving credit facility has one 12-month extension option, subject to certain conditions, including the payment of a 0.15% extension fee.

At March 31, 2018 and 2017, the weighted-average interest rate under the credit agreement was 3.8% and 2.6%, respectively.

Total costs related to the revolving credit facility at March 31, 2018 were $3.4 million, gross ($2.5 million, net). These costs are included in Other assets, net on the consolidated balance sheet at March 31, 2018 and will be amortized to interest expense through February 2021, the maturity date of the revolving credit facility. The total amount of deferred financing costs associated with the term

10


loan at March 31, 2018 was $0.8 million, gross ($0.6 million, net). These costs are netted against the balance outstanding under the term loan on the Company’s consolidated balance sheet and will be amortized to interest expense through February 2022, the maturity date of the term loan.

The Company recognized amortization expense of deferred financing costs, included in interest expense on the consolidated statements of income, of $0.3 million for both the three months ended March 31, 2018 and 2017.

The maximum available capacity under the credit facility was $276.7 million at March 31, 2018. At May 10, 2018, the Company had $239.7 million in borrowings outstanding, of which $114.7 million was outstanding under the revolving credit facility with a weighted-average interest rate of 3.91% and $125.0 million was outstanding on the term loan. As of May 10, 2018, the Company had $37.0 million in additional borrowing capacity under the revolving credit facility, based on its current borrowing base assets.

Interest Rate Swap Agreements

To mitigate exposure to interest rate risk, on February 10, 2017, the Company entered into four interest rate swap agreements, effective April 10, 2017, on the full $125 million term loan to fix the variable LIBOR interest rate at 1.84%, plus the LIBOR spread under the credit agreement, which was 2.00% at May 10, 2018.  

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

The changes in the fair value of derivatives designated and that qualify as cash flow hedges are recorded in accumulated other comprehensive income. Those amounts reported in accumulated other comprehensive income related to these interest rate swaps will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt.  During the next 12 months, the Company estimates that an additional $0.4 million will be reclassified from other comprehensive income as a decrease to interest expense.

The fair value of the Company’s derivative financial instruments at March 31, 2018 and December 31, 2017 was an asset of $3.0 million and $1.2 million, respectively, and was included in Other assets, net on the consolidated balance sheets.

The table below details the location in the consolidated financial statements of the gain recognized on interest rate derivatives designated as cash flow hedges for the three months ended March 31, 2018 and 2017 (dollars in thousands):

 

  

 

Three months ended March 31, 2018

 

 

Three months ended March 31, 2017

 

Amount of gain recognized in other comprehensive income

 

$

1,709

 

 

$

370

 

Amount of loss reclassified from accumulated other comprehensive income into interest expense

 

 

(78

)

 

 

-

 

Total change in accumulated other comprehensive income

 

$

1,787

 

 

$

370

 

As of March 31, 2018, the Company did not have any derivatives in a net liability position including accrued interest but excluding any adjustments for nonperformance risk.

Covenants

The credit agreement contains customary financial and operating covenants, including covenants relating to the Company’s total leverage ratio, fixed charge coverage ratio, tangible net worth, maximum distribution/payout ratio and restrictions on recourse debt, secured debt and certain investments. The credit agreement also contains customary events of default, in certain cases subject to customary cure periods, including among others, nonpayment of principal or interest, material breach of representations and warranties, and failure to comply with covenants. Any event of default, if not cured or waived, could result in the acceleration of any outstanding indebtedness under the credit agreement. The Company was in compliance with all financial covenants as of March 31, 2018.

Note 5 - Incentive Plan

The Company’s Amended and Restated 2014 Equity Incentive Plan (the “Plan”) provides for the grant of stock options, share awards (including restricted common stock and restricted stock units), stock appreciation rights, dividend equivalent rights, performance awards, annual incentive cash awards and other equity-based awards, including Long Term Incentive Plan (“LTIP”)

11


units, which are convertible on a one-for-one basis into units of limited partnership interest in the Company’s operating partnership. As of March 31, 2018, the Plan had 3,356,723 shares authorized for issuance with 1,927,194 shares available for future issuance, subject to certain adjustments set forth in the Plan.

Restricted Stock

Awards of restricted stock are awards of the Company’s common stock that are subject to restrictions on transferability and other restrictions as established by the Company’s compensation committee on the date of grant that are generally subject to forfeiture if employment terminates prior to vesting. Upon vesting, all restrictions would lapse. Except to the extent restricted under the award agreement, a participant awarded restricted stock will have all of the rights of a stockholder as to those shares, including, without limitation, the right to vote and the right to receive dividends on the shares.  The awards generally cliff vest over three years or vest ratably over three years from the date of grant.  The value of the awards is determined based on the market value of the Company’s common stock on the date of grant.  The Company expenses the cost of restricted stock ratably over the vesting period.  

Restricted Stock Units

The Company’s restricted stock unit (“RSU”) awards represent the right to receive unrestricted shares of common stock based on the achievement of Company performance objectives as determined by the Company’s compensation committee.  Grants of RSUs prior to 2016 generally entitle recipients to shares of common stock equal to 0% up to 100% of the number of RSUs granted at the vesting date, based on two independent criteria measured over a three-year period: (i) the Company’s absolute total stockholder return (“TSR”) and (ii) the Company’s TSR relative to the MSCI US REIT Index (symbol: RMS).  Grants of RSUs during and subsequent to 2016 generally entitle recipients to shares of common stock equal to 0% up to 150% of the number of RSUs granted at the vesting date, based on four independent criteria measured over a three-year period: (i) the Company’s growth in gross real estate investments, (ii) the Company’s growth in Adjusted Funds From Operations (“AFFO”) per share, (iii) the Company’s absolute TSR and (iv) the Company’s TSR relative to the FTSE NAREIT Equity Healthcare REIT Index.

RSUs are not eligible to vote or subject to receive dividend equivalents prior to vesting.  Dividend equivalents are credited to the recipient and are paid only to the extent the applicable criteria are met, the RSUs vest, and the related common stock is issued.

The grant date fair value of RSUs subject to vesting based on the Company’s absolute TSR and TSR relative to a REIT index is estimated using a Monte Carlo simulation that utilizes inputs such as expected future volatility of the Company’s common stock, volatilities of certain peer companies included in the applicable indexes upon which the relative TSR performance is measured, estimated risk-free interest rate and the expected service periods of three years.  The grant date fair value of RSUs subject to vesting based on the Company’s growth in gross real estate investments and the Company’s growth in AFFO per share is determined based on the market value of the Company’s common stock on the date of grant.  The Company assesses the probability of achievement of the growth in gross real estate investments and growth in AFFO per share and records expense for the awards based on the probable achievement of these metrics. The Company recognizes the cost of RSUs ratably over the vesting period.

The following table summarizes the stock-based award activity for the three months ended March 31, 2018 and 2017:

 

 

 

Restricted Stock Awards

 

 

Weighted-Average

Grant Date Fair Value Per Restricted Stock Award

 

 

RSU Awards

 

 

Weighted-Average Grant Date Fair Value Per RSU

 

Outstanding as of December 31, 2017

 

 

313,819

 

 

$

13.42

 

 

 

660,598

 

 

$

9.52

 

Granted

 

 

46,788

 

 

 

11.14

 

 

 

937

 

 

 

11.13

 

Vested

 

 

(24,232

)

 

 

13.27

 

 

 

(8,312

)

 

 

9.35

 

Forfeited

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Outstanding as of March 31, 2018

 

 

336,375

 

 

$

13.11

 

 

 

653,223

 

 

$

9.53

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restricted Stock Awards

 

 

Weighted-Average

Grant Date Fair Value Per Restricted Stock Award

 

 

RSU Awards

 

 

Weighted-Average Grant Date Fair Value Per RSU

 

Outstanding as of December 31, 2016

 

 

352,793

 

 

$

14.57

 

 

 

575,775

 

 

$

8.51

 

Granted

 

 

33,780

 

 

 

11.10

 

 

 

-

 

 

 

-

 

Vested

 

 

(11,110

)

 

 

15.00

 

 

 

-

 

 

 

-

 

Forfeited

 

 

(5,368

)

 

 

15.00

 

 

 

-

 

 

 

-

 

Outstanding as of March 31, 2017

 

 

370,095

 

 

$

14.24

 

 

 

575,775

 

 

$

8.51

 

 

Of the restricted shares and RSUs that vested during the three months ended March 31, 2018, 3,936 shares were surrendered by certain employees to satisfy their tax obligations. RSUs are included in the preceding tables as if the participants earn shares equal to

12


100% of the units granted. The RSUs shown as granted during the three months ended March 31, 2018 represent the additional 50% RSUs from the 2016 grant that vested for one former employee.

The table below summarizes compensation expense related to share-based payments, included in general and administrative expenses, for the three months ended March 31, 2018 and 2017 (in thousands):

 

 

 

For the three months ended March 31,

 

 

 

2018

 

 

2017

 

Restricted stock

 

$

492

 

 

$

548

 

Restricted stock units

 

 

564

 

 

 

408

 

Stock-based compensation

 

$

1,056

 

 

$

956

 

The remaining unrecognized cost from stock-based awards at March 31, 2018 was approximately $5.4 million and will be recognized over a weighted-average period of 2.0 years.

Note 6 - Commitments and Contingencies

Commitments

As detailed in Note 3 under the heading “—Construction Mortgage Notes Activity,” the Company has funding commitments of up to $25.0 million on two construction mortgage loans. As of May 10, 2018, approximately $12.2 million has been funded pursuant to these commitments.

In April 2017, the Company agreed to make available an aggregate amount of up to $11.0 million for the construction and equipping of certain new surgical suites at Mountain’s Edge Hospital, subject to certain terms and conditions. The Company will provide advances as construction occurs, which is expected to occur through December 2018. The base rent associated with this property will be increased by an amount equal to 9.4% of the amount advanced, as advances are made. As of May 10, 2018, approximately $1.1 million has been funded pursuant to this commitment.

Contingencies

From time to time, the Company or its properties may be subject to claims and suits in the ordinary course of business. The Company’s lessees and borrowers have indemnified, and are obligated to continue to indemnify, the Company against all liabilities arising from the operations of the properties and are further obligated to indemnify it against environmental or title problems affecting the real estate underlying such facilities. The Company is not aware of any pending or threatened litigation that, if resolved against the Company, would have a material adverse effect on its consolidated financial condition, results of operations or cash flows.

Note 7 - Equity  

Common Stock Dividends

The following table reflects the common stock dividends paid during or related to 2018.

 

Quarter

 

Quarterly Dividend

 

 

Date of Declaration

 

Date of Record

 

Date Paid/Payable

4th Quarter 2017

 

$

0.21

 

 

February 7, 2018

 

February 19, 2018

 

March 5, 2018

1st Quarter 2018

 

$

0.21

 

 

May 8, 2018

 

May 22, 2018

 

June 5, 2018

 

13


Note 8 - Earnings per Share

The Company applies the two-class method for determining earnings per common share as its outstanding restricted shares of common stock with non-forfeitable dividend rights are considered participating securities. The following table sets forth the computation of earnings per common share for the three months ended March 31, 2018 and 2017 (amounts in thousands, except per share amounts):

 

 

 

Three Months Ended March 31,

 

Numerator:

 

2018

 

 

2017

 

Net income

 

$

6,154

 

 

$

5,475

 

Less: Net income attributable to noncontrolling

   interest

 

 

(985

)

 

 

(944

)

Net income attributable to common stockholders

 

 

5,169

 

 

 

4,531

 

Less: Allocation to participating securities

 

 

(71

)

 

 

(78

)

Net income available to common stockholders

 

$

5,098

 

 

$

4,453

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

Basic weighted-average common shares

 

 

31,550

 

 

 

31,415

 

Dilutive potential common shares

 

 

60

 

 

 

-

 

Diluted weighted-average common shares

 

 

31,610

 

 

 

31,415

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings per common share

 

$

0.16

 

 

$

0.14

 

 

The effects of restricted shares of common stock and RSUs outstanding were excluded from the calculation of diluted earnings per common share for the three months ended March 31, 2017 because their effects were not dilutive.

Note 9 - Fair Value of Financial Instruments

Financial Assets and Liabilities Measured at Fair Value

The Company’s financial assets and liabilities measured at fair value on a recurring basis currently include derivative financial instruments. These derivative financial instruments are valued in the market using discounted cash flow techniques. These techniques incorporate Level 1 and Level 2 inputs. The market inputs are utilized in the discounted cash flow calculation considering the instrument’s term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation model for interest rate swaps are observable in active markets and are classified as Level 2 in the hierarchy. The fair value of the Company’s interest rate swaps asset, which is included in Other assets, net on the consolidated balance sheets, was $3.0 million and $1.2 million at March 31, 2018 and December 31, 2017, respectively. See Note 4 for further discussion regarding the Company’s interest rate swap agreements.

Financial Assets and Liabilities Not Carried at Fair Value

The carrying amounts of cash and cash equivalents, restricted cash, receivables and payables are reasonable estimates of their fair value as of March 31, 2018 due to their short-term nature (Level 1). The fair value of the Company’s mortgage and other notes receivable as of March 31, 2018 is estimated by using Level 2 inputs such as discounting the estimated future cash flows using current market rates for similar loans that would be made to borrowers with similar credit ratings and for the same remaining maturities. As of March 31, 2018, the fair value of the Company’s $41.8 million mortgage notes receivable was estimated to be approximately $41.5 million.

At March 31, 2018, the Company’s indebtedness was comprised of borrowings under the credit facility that bear interest at LIBOR plus a margin (Level 2). The fair value of borrowings under the credit facility is considered to be equivalent to their carrying values as the debt is at variable rates currently available and resets on a monthly basis.

Fair value estimates are made at a specific point in time, are subjective in nature, and involve uncertainties and matters of significant judgment. Settlement at such fair value amounts may not be possible.

 

 

14


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read together with the consolidated financial statements and notes thereto appearing elsewhere is this report. References to “we,” “our,” “us,” and “Company” refer to MedEquities Realty Trust, Inc., together with its consolidated subsidiaries.

Forward-Looking Statements

We make statements in this report that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Forward-looking statements provide our current expectations or forecasts of future events and are not statements of historical fact. These forward-looking statements include information about possible or assumed future events, discussion and analysis of our future financial condition, results of operations, funds from operations, adjusted funds from operations, our strategic plans and objectives, cost management, potential property acquisitions, anticipated capital expenditures (and access to capital), amounts of anticipated cash distributions to our stockholders in the future and other matters. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “may,” “might,” “should,” “result” and variations of these words and other similar expressions are intended to identify forward-looking statements. Such statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and/or could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. You are cautioned to not place undue reliance on forward-looking statements. Except as otherwise may be required by law, we undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or actual operating results. Factors that may impact forward-looking statements include, among others, the following:

 

risks and uncertainties related to the national, state and local economies, particularly the economies of Texas, California, and Nevada, and the real estate and healthcare industries in general;

 

availability and terms of capital and financing;

 

the successful operations of our largest tenants;

 

the ability of certain of our tenants to improve their operating results, which may not occur on the schedule or to the extent that we anticipate, or at all;

 

the impact of existing and future healthcare reform legislation on our tenants, borrowers and guarantors;

 

adverse trends in the healthcare industry, including, but not limited to, changes relating to reimbursements available to our tenants by government or private payors;

 

our tenants’ ability to make rent payments, particularly those tenants comprising a significant portion of our portfolio and those tenants occupying recently developed properties;

 

adverse effects of healthcare regulation and enforcement on our tenants, operators, borrowers, guarantors and managers and us;

 

our guarantors’ ability to ensure rent payments;

 

our possible failure to maintain our qualification as a real estate investment trust (“REIT”) and the risk of changes in laws governing REITs;

 

our dependence upon key personnel whose continued service is not guaranteed;

 

our ability to identify and consummate attractive acquisitions and other investment opportunities, including different types of healthcare facilities and facilities in different geographic markets;

 

our ability to source off-market and target-marketed deal flow;

 

fluctuations in mortgage and interest rates;

 

risks and uncertainties associated with property ownership and development;

 

failure to integrate acquisitions successfully;

 

potential liability for uninsured losses and environmental liabilities;

 

the potential need to fund improvements or other capital expenditures out of operating cash flow; and

 

potential negative impacts from the recent changes to the U.S. tax laws.

15


See Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2017 for further discussion of these and other risks, as well as the risks, uncertainties and other factors discussed in this report and identified in other documents we file with the Securities and Exchange Commission from time to time. You should carefully consider these risks before making any investment decisions in the Company. New risks and uncertainties may also emerge from time to time that could materially and adversely affect us.

Overview and Background

We are a self-managed and self-administered company that invests in a diversified mix of healthcare properties and healthcare-related real estate debt investments. As of March 31, 2018, we had investments of $517.5 million, net in 32 real estate properties that contain a total of 2,632 licensed beds. Our properties as of March 31, 2018 were located in Texas, California, Nevada, South Carolina, Indiana and Connecticut and included 20 skilled nursing facilities, four behavioral health facilities, three acute care hospitals, two long-term acute care hospitals, one assisted living facility, one inpatient rehabilitation facility and one medical office building. In addition, we have six mortgage notes receivable totaling $41.8 million. As of March 31, 2018, our triple-net leased portfolio, which excludes the one medical office building, was 100% leased and had lease expirations ranging from March 2029 to November 2032.

Recent Developments

2018 Investments

During the three months ended March 31, 2018, we made the following investments:

On March 29, 2018, we originated a $5.0 million mortgage note receivable with a subsidiary real estate entity of GruenePointe Holdings, LLC, which is secured by a second lien on a skilled nursing and assisted living facility (“Adora Midtown”) and a first lien on an additional parcel of land in Dallas, Texas.  The loan has a two-year term and an annual interest rate of 10% that is payable on the maturity date of March 29, 2020. We have an existing purchase option on Adora Midtown for a gross purchase price not to exceed approximately $28.0 million, plus an earnout that we may pay based on the facility’s earnings before interest, taxes, depreciation, amortization and rent expense (“EBITDAR”) during the three years following the closing date of the acquisition.

On February 16, 2018, we funded an additional $3.0 million under an existing mortgage note receivable with Medistar Corporation, which is secured by land and an existing building in Webster, Texas (the “Medistar Gemini Mortgage Loan”) that increased the total balance of the loan to $9.7 million.  Effective with this additional funding, the interest rate under the loan increased from an annual interest rate of 10.0% to an annual interest rate of 12% and is payable upon the maturity date of the loan on December 31, 2018.

On January 31, 2018, we originated a $5.4 million mortgage note receivable to Louisville Rehab LP to partially fund the construction of a 42-bed, 57,275 square foot inpatient rehabilitation facility in Clarksville, Indiana. The note is secured by a second lien on the facility. The three-year loan has an annual interest rate of 9.5%, which has a claw-back feature that would equate to a 15.0% rate from inception of the loan should we elect not to exercise its purchase option. We have the exclusive option to purchase the new facility upon completion for approximately $26.0 million that would be leased pursuant to a 20-year triple net master lease guaranteed by Cobalt Medical Partners and Cobalt Rehabilitation Hospitals at an initial annual rate of 9.0%.

On January 8, 2018, we closed on a construction mortgage receivable with a maximum principal amount of up to $19.0 million to Haven Behavioral Healthcare for the purchase and conversion of an existing long-term acute care hospital to a 72-bed inpatient psychiatric hospital in Meridian, Idaho. The loan has a three-year term and an annual interest rate of 10.0%. Interest accrues monthly and is added to the outstanding balance of the mortgage note receivable. Upon completion of the planned renovation, we have the exclusive right to purchase the property, for a purchase price equal to the outstanding loan balance, in a sale-leaseback transaction with a 15-year triple-net master lease with an initial yield of 9.3%. The balance outstanding under this loan was approximately $7.9 million on May 10, 2018.

Mountain’s Edge Hospital Expansion Funding

Pursuant to the Fundamental Healthcare master lease, in April 2017 we agreed to make available an aggregate amount of up to $11.0 million for the construction and equipping of certain new surgical suites at Mountain’s Edge Hospital, subject to certain terms and conditions. We will provide advances as construction occurs, which is expected to be completed by December 31, 2018. The base rent under the master lease will be increased by an amount equal to 9.4% of the amount advanced, as advances are made. As of May 10, 2018, approximately $1.1 million has been funded pursuant to this commitment.


16


Portfolio Summary

At March 31, 2018, our portfolio was comprised of 32 healthcare facilities and six healthcare-related debt investments as presented in the tables below (dollars in thousands). We own 100% of all of our properties and investments, other than Baylor Scott & White Medical Center - Lakeway (“Lakeway Hospital”), in which we own a 51% interest through a consolidated partnership (the “Lakeway Partnership”).

Healthcare Facilities

 

Property

 

Property

Type (1)

 

Gross

Investment

 

 

Lease Expiration(s)

Texas SNF Portfolio (10 properties)

 

SNF

 

$

145,142

 

 

July 2030

Life Generations Portfolio (6 properties)

 

SNF- 5; ALF- 1

 

 

96,696

 

 

March 2030