| SEGMENT INFORMATION |
NOTE 16—SEGMENT INFORMATION As of June 30, 2017, we operated through three reportable business segments: triple-net leased properties, senior living operations and office operations. Under our triple-net leased properties segment, we invest in and own seniors housing and healthcare properties throughout the United States and the United Kingdom and lease those properties to healthcare operating companies under “triple-net” or “absolute-net” leases that obligate the tenants to pay all property-related expenses. In our senior living operations segment, we invest in seniors housing communities throughout the United States and Canada and engage independent operators, such as Atria and Sunrise, to manage those communities. In our office operations segment, we primarily acquire, own, develop, lease and manage MOBs and life science and innovation centers throughout the United States. Information provided for “all other” includes income from loans and investments and other miscellaneous income and various corporate-level expenses not directly attributable to any of our three reportable business segments. Assets included in “all other” consist primarily of corporate assets, including cash, restricted cash, loans receivable and investments, and miscellaneous accounts receivable. Our chief operating decision makers evaluate performance of the combined properties in each reportable business segment and determine how to allocate resources to those segments, in significant part, based on segment net operating income (“NOI”) and related measures. We define segment NOI as total revenues, less interest and other income, property-level operating expenses and office building services costs. We consider segment NOI useful because it allows investors, analysts and our management to measure unlevered property-level operating results and to compare our operating results to the operating results of other real estate companies between periods on a consistent basis. In order to facilitate a clear understanding of our historical consolidated operating results, segment NOI should be examined in conjunction with income from continuing operations as presented in our Consolidated Financial Statements and other financial data included elsewhere in this Quarterly Report on Form 10-Q. Interest expense, depreciation and amortization, general, administrative and professional fees, income tax expense and other non-property specific revenues and expenses are not allocated to individual reportable business segments for purposes of assessing segment performance. There are no intersegment sales or transfers. Summary information by reportable business segment is as follows: | | | | | | | | | | | | | | | | | | | | | | For the Three Months Ended June 30, 2017 | | Triple-Net Leased Properties | | Senior Living Operations | | Office Operations | | All Other | | Total | | (In thousands) | Revenues: | | | | | | | | | | Rental income | $ | 213,258 |
| | $ | — |
| | $ | 186,240 |
| | $ | — |
| | $ | 399,498 |
| Resident fees and services | — |
| | 460,243 |
| | — |
| | — |
| | 460,243 |
| Office building and other services revenue | 1,125 |
| | — |
| | 1,848 |
| | 206 |
| | 3,179 |
| Income from loans and investments | — |
| | — |
| | — |
| | 32,368 |
| | 32,368 |
| Interest and other income | — |
| | — |
| | — |
| | 202 |
| | 202 |
| Total revenues | $ | 214,383 |
| | $ | 460,243 |
| | $ | 188,088 |
| | $ | 32,776 |
| | $ | 895,490 |
| Total revenues | $ | 214,383 |
| | $ | 460,243 |
| | $ | 188,088 |
| | $ | 32,776 |
| | $ | 895,490 |
| Less: | | | | | | | | | | Interest and other income | — |
| | — |
| | — |
| | 202 |
| | 202 |
| Property-level operating expenses | — |
| | 308,625 |
| | 57,205 |
| | — |
| | 365,830 |
| Office building services costs | — |
| | — |
| | 552 |
| | — |
| | 552 |
| Segment NOI | 214,383 |
| | 151,618 |
| | 130,331 |
| | 32,574 |
| | 528,906 |
| Income (loss) from unconsolidated entities | 377 |
| | (381 | ) | | 298 |
| | (400 | ) | | (106 | ) | Segment profit | $ | 214,760 |
| | $ | 151,237 |
| | $ | 130,629 |
| | $ | 32,174 |
| | 528,800 |
| Interest and other income | |
| | |
| | |
| | |
| | 202 |
| Interest expense | |
| | |
| | |
| | |
| | (113,572 | ) | Depreciation and amortization | |
| | |
| | |
| | |
| | (224,108 | ) | General, administrative and professional fees | |
| | |
| | |
| | |
| | (33,282 | ) | Loss on extinguishment of debt, net | | | | | | | | | (36 | ) | Merger-related expenses and deal costs | |
| | |
| | |
| | |
| | (6,043 | ) | Other | |
| | |
| | |
| | |
| | (1,848 | ) | Income tax benefit | |
| | |
| | |
| | |
| | 2,159 |
| Income from continuing operations | |
| | |
| | |
| | |
| | $ | 152,272 |
|
| | | | | | | | | | | | | | | | | | | | | | For the Three Months Ended June 30, 2016 | | Triple-Net Leased Properties | | Senior Living Operations | | Office Operations | | All Other | | Total | | (In thousands) | Revenues: | | | | | | | | | | Rental income | $ | 210,119 |
| | $ | — |
| | $ | 144,087 |
| | $ | — |
| | $ | 354,206 |
| Resident fees and services | — |
| | 464,437 |
| | — |
| | — |
| | 464,437 |
| Office building and other services revenue | 1,231 |
| | — |
| | 3,369 |
| | 904 |
| | 5,504 |
| Income from loans and investments | — |
| | — |
| | — |
| | 24,146 |
| | 24,146 |
| Interest and other income | — |
| | — |
| | — |
| | 111 |
| | 111 |
| Total revenues | $ | 211,350 |
| | $ | 464,437 |
| | $ | 147,456 |
| | $ | 25,161 |
| | $ | 848,404 |
| Total revenues | $ | 211,350 |
| | $ | 464,437 |
| | $ | 147,456 |
| | $ | 25,161 |
| | $ | 848,404 |
| Less: | | | | | | | | | | Interest and other income | — |
| | — |
| | — |
| | 111 |
| | 111 |
| Property-level operating expenses | — |
| | 307,989 |
| | 43,966 |
| | — |
| | 351,955 |
| Office building services costs | — |
| | — |
| | 1,852 |
| | — |
| | 1,852 |
| Segment NOI | 211,350 |
| | 156,448 |
| | 101,638 |
| | 25,050 |
| | 494,486 |
| Income from unconsolidated entities | 825 |
| | 336 |
| | 173 |
| | 84 |
| | 1,418 |
| Segment profit | $ | 212,175 |
| | $ | 156,784 |
| | $ | 101,811 |
| | $ | 25,134 |
| | 495,904 |
| Interest and other income | |
| | |
| | |
| | |
| | 111 |
| Interest expense | |
| | |
| | |
| | |
| | (103,665 | ) | Depreciation and amortization | |
| | |
| | |
| | |
| | (221,961 | ) | General, administrative and professional fees | |
| | |
| | |
| | |
| | (32,094 | ) | Loss on extinguishment of debt, net | | | | | | | | | (2,468 | ) | Merger-related expenses and deal costs | |
| | |
| | |
| | |
| | (7,224 | ) | Other | |
| | |
| | |
| | |
| | (2,303 | ) | Income tax benefit | |
| | |
| | |
| | |
| | 11,549 |
| Income from continuing operations | |
| | |
| | |
| | |
| | $ | 137,849 |
|
| | | | | | | | | | | | | | | | | | | | | | For the Six Months Ended June 30, 2017 | | Triple-Net Leased Properties | | Senior Living Operations | | Office Operations | | All Other | | Total | | (In thousands) | Revenues: | | | | | | | | | | Rental income | $ | 422,585 |
| | $ | — |
| | $ | 372,135 |
| | $ | — |
| | $ | 794,720 |
| Resident fees and services | — |
| | 924,431 |
| | — |
| | — |
| | 924,431 |
| Office building and other services revenue | 2,330 |
| | — |
| | 3,779 |
| | 476 |
| | 6,585 |
| Income from loans and investments | — |
| | — |
| | — |
| | 52,514 |
| | 52,514 |
| Interest and other income | — |
| | — |
| | — |
| | 683 |
| | 683 |
| Total revenues | $ | 424,915 |
| | $ | 924,431 |
| | $ | 375,914 |
| | $ | 53,673 |
| | $ | 1,778,933 |
| Total revenues | $ | 424,915 |
| | $ | 924,431 |
| | $ | 375,914 |
| | $ | 53,673 |
| | $ | 1,778,933 |
| Less: | | | | | | | | | | Interest and other income | — |
| | — |
| | — |
| | 683 |
| | 683 |
| Property-level operating expenses | — |
| | 620,698 |
| | 114,119 |
| | — |
| | 734,817 |
| Office building services costs | — |
| | — |
| | 1,290 |
| | — |
| | 1,290 |
| Segment NOI | 424,915 |
| | 303,733 |
| | 260,505 |
| | 52,990 |
| | 1,042,143 |
| Income (loss) from unconsolidated entities | 3,646 |
| | (457 | ) | | 633 |
| | (778 | ) | | 3,044 |
| Segment profit | $ | 428,561 |
| | $ | 303,276 |
| | $ | 261,138 |
| | $ | 52,212 |
| | 1,045,187 |
| Interest and other income | |
| | |
| | |
| | |
| | 683 |
| Interest expense | |
| | |
| | |
| | |
| | (222,376 | ) | Depreciation and amortization | |
| | |
| | |
| | |
| | (441,891 | ) | General, administrative and professional fees | |
| | |
| | |
| | |
| | (67,243 | ) | Loss on extinguishment of debt, net | | | | | | | | | (345 | ) | Merger-related expenses and deal costs | |
| | |
| | |
| | |
| | (8,099 | ) | Other | |
| | |
| | |
| | |
| | (3,036 | ) | Income tax benefit | |
| | |
| | |
| | |
| | 5,304 |
| Income from continuing operations | |
| | |
| | |
| | |
| | $ | 308,184 |
|
| | | | | | | | | | | | | | | | | | | | | | For the Six Months Ended June 30, 2016 | | Triple-Net Leased Properties | | Senior Living Operations | | Office Operations | | All Other | | Total | | (In thousands) | Revenues: | | | | | | | | | | Rental income | $ | 424,606 |
| | $ | — |
| | $ | 288,223 |
| | $ | — |
| | $ | 712,829 |
| Resident fees and services | — |
| | 928,413 |
| | — |
| | — |
| | 928,413 |
| Office building and other services revenue | 2,430 |
| | — |
| | 8,345 |
| | 1,914 |
| | 12,689 |
| Income from loans and investments | — |
| | — |
| | — |
| | 46,532 |
| | 46,532 |
| Interest and other income | — |
| | — |
| | — |
| | 230 |
| | 230 |
| Total revenues | $ | 427,036 |
| | $ | 928,413 |
| | $ | 296,568 |
| | $ | 48,676 |
| | $ | 1,700,693 |
| Total revenues | $ | 427,036 |
| | $ | 928,413 |
| | $ | 296,568 |
| | $ | 48,676 |
| | $ | 1,700,693 |
| Less: | | | | | | | | | | Interest and other income | — |
| | — |
| | — |
| | 230 |
| | 230 |
| Property-level operating expenses | — |
| | 620,530 |
| | 87,647 |
| | — |
| | 708,177 |
| Office building services costs | — |
| | — |
| | 5,303 |
| | — |
| | 5,303 |
| Segment NOI | 427,036 |
| | 307,883 |
| | 203,618 |
| | 48,446 |
| | 986,983 |
| Income from unconsolidated entities | 154 |
| | 673 |
| | 47 |
| | 346 |
| | 1,220 |
| Segment profit | $ | 427,190 |
| | $ | 308,556 |
| | $ | 203,665 |
| | $ | 48,792 |
| | 988,203 |
| Interest and other income | |
| | |
| | |
| | |
| | 230 |
| Interest expense | |
| | |
| | |
| | |
| | (206,938 | ) | Depreciation and amortization | |
| | |
| | |
| | |
| | (458,348 | ) | General, administrative and professional fees | |
| | |
| | |
| | |
| | (63,820 | ) | Loss on extinguishment of debt, net | | | | | | | | | (2,782 | ) | Merger-related expenses and deal costs | |
| | |
| | |
| | |
| | (8,856 | ) | Other | |
| | |
| | |
| | |
| | (6,471 | ) | Income tax benefit | |
| | |
| | |
| | |
| | 19,970 |
| Income from continuing operations | |
| | |
| | |
| | |
| | $ | 261,188 |
|
Capital expenditures, including investments in real estate property and development project expenditures, by reportable business segment are as follows: | | | | | | | | | | | | | | | | | | For the Three Months Ended June 30, | | For the Six Months Ended June 30, | | 2017 | | 2016 | | 2017 | | 2016 | | (In thousands) | Capital expenditures: | | | | | | | | Triple-net leased properties | $ | 48,143 |
| | $ | 15,949 |
| | $ | 141,952 |
| | $ | 56,650 |
| Senior living operations | 30,056 |
| | 24,808 |
| | 51,381 |
| | 43,802 |
| Office operations | 51,390 |
| | 38,192 |
| | 245,386 |
| | 50,605 |
| Total capital expenditures | $ | 129,589 |
| | $ | 78,949 |
| | $ | 438,719 |
| | $ | 151,057 |
|
Our portfolio of properties and mortgage loan and other investments are located in the United States, Canada and the United Kingdom. Revenues are attributed to an individual country based on the location of each property. Geographic information regarding our operations is as follows: | | | | | | | | | | | | | | | | | | For the Three Months Ended June 30, | | For the Six Months Ended June 30, | | 2017 | | 2016 | | 2017 | | 2016 | | (In thousands) | Revenues: | | | | | | | | United States | $ | 844,623 |
| | $ | 797,394 |
| | $ | 1,677,443 |
| | $ | 1,601,595 |
| Canada | 44,412 |
| | 44,045 |
| | 89,008 |
| | 85,174 |
| United Kingdom | 6,455 |
| | 6,965 |
| | 12,482 |
| | 13,924 |
| Total revenues | $ | 895,490 |
| | $ | 848,404 |
| | $ | 1,778,933 |
| | $ | 1,700,693 |
|
| | | | | | | | | | As of June 30, 2017 | | As of December 31, 2016 | | (In thousands) | Net real estate property: | | | | United States | $ | 19,190,206 |
| | $ | 19,105,939 |
| Canada | 1,056,233 |
| | 1,037,105 |
| United Kingdom | 293,327 |
| | 251,710 |
| Total net real estate property | $ | 20,539,766 |
| | 20,394,754 |
|
|