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Variable Interest Entities | 12 Months Ended
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Dec. 31, 2013
Variable Interest Entities |
Variable Interest Entities | (21) Variable Interest Entities Unconsolidated Variable Interest Entities At December 31, 2013, the Company leased 48 properties to a total of seven VIE tenants and has additional investments in a loan and marketable debt securities to VIE borrowers. The Company has determined that it is not the primary beneficiary of these VIEs. The Company holds an interest-only, senior secured term loan made to a borrower (Delphis Operations, L.P.) that has been identified as a VIE (see Note 7 for additional information on the Delphis loan). The Company does not consolidate the VIE because it does not have the ability to control the activities that most significantly impact the VIE's economic performance. The loan is collateralized by all of the assets of the borrower (comprised primarily of interests in partnerships that operate surgical facilities, of which one partnership is a tenant of the Company). The Company holds commercial mortgage-backed securities ("CMBS") issued by Federal Home Loan Mortgage Corporation through a special purpose entity that has been identified as a VIE. The Company does not consolidate the VIE because it does not have the ability to control the activities that most significantly impact the VIE's economic performance. The CMBS issued by the VIE are backed by mortgages on senior housing facilities. The carrying value and classification of the related assets, liabilities and maximum exposure to loss as a result of the Company's involvement with these VIEs are presented below at December 31, 2013 (in thousands):
VIE Type |  | Maximum Loss Exposure(1) |  | Asset/Liability Type |  | Carrying Amount |
--- | --- | --- | --- | --- | --- | --- | ---
VIE tenants—operating leases |  | $ | 251,091 |  | Lease intangibles, net and straight-line rent receivables |  | $ | 14,300 |
VIE tenants—DFLs |  |  | 1,081,415 |  | Net investment in DFLs |  |  | 601,970 |
Loan—senior secured |  |  | 18,071 |  | Loans receivable, net |  |  | 18,071 |
Debt investment |  |  | 17,071 |  | Marketable debt securities |  |  | 17,071 |
(1) The Company's maximum loss exposure related to the VIE tenants represents the future minimum lease payments over the remaining term of the respective leases, which may be mitigated by re-leasing the properties to new tenants. The Company's maximum loss exposure related to its loans and marketable debt securities to the VIE borrowers represents its current aggregate carrying amount. As of December 31, 2013, the Company has not provided, and is not required to provide, financial support through a liquidity arrangement or otherwise, to its unconsolidated VIEs, including circumstances in which it could be exposed to further losses (e.g., cash shortfalls). See Notes 6, 7 and 12 for additional descriptions of the nature, purpose and activities of the Company's unconsolidated VIEs and interests therein. Consolidated Variable Interest Entities In September 2013, the Company made loans to two entities that entered into a tax credit structure ("Tax Credit Subsidiaries"). The Company consolidates the Tax Credit Subsidiaries because they are VIEs and the Company is the primary beneficiary of these VIEs. The assets and liabilities of the Tax Credit Subsidiaries substantially consist of notes receivable, prepaid expenses, notes payable and accounts payable and accrued liabilities generated from their operating activities. Assets generated by the operating activities of the Tax Credit Subsidiaries may only be used to settle their contractual obligations. In September 2011, the Company formed a partnership in which it has a 90% ownership interest in a joint venture entity that owned and operated 21 properties in a RIDEA structure ("RIDEA Entity"). The Company consolidated the RIDEA Entity as a result of the rights it acquired through the joint venture agreement with Brookdale. In the fourth quarter of 2012, upon the occurrence of a reconsideration event, it was determined that this RIDEA Entity was a VIE and that the Company was the primary beneficiary of the VIE; therefore, the Company continued to consolidate this entity. During the second quarter of 2013, upon the occurrence of a reconsideration event, it was determined that this RIDEA Entity was no longer a VIE; however, the Company continues to consolidate the RIDEA Entity. The assets and liabilities of this RIDEA Entity substantially consist of cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities generated from its operating activities. The assets generated by the operating activities of the RIDEA Entity may be used to settle its contractual obligations, which include lease obligations to the Company. The Company is entitled to its ownership share of the RIDEA Entity's assets; however, it does not guarantee its liabilities (or contractual obligations) and is not liable to its general creditors.

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- Definition The entire disclosure for variable interest entities, including description of the terms of arrangements and categorized by: (1) VIEs consolidated because the entity is the primary beneficiary, (2) VIEs not consolidated because the entity is not the primary beneficiary, and (3) VIEs or potential VIEs that are not consolidated because necessary information is not available. + References No definition available. + Details
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