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Other Real Estate Property Investments | 12 Months Ended
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Dec. 31, 2015
Other Real Estate Property Investments |
Other Real Estate Property Investments | NOTE 4. Other Real Estate Property Investments Acquisition of Private Pay Senior Housing Portfolio (“RIDEA III”) On June 30, 2015, the Company and 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 in a RIDEA structure (“RIDEA III”), 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 $771 million, (ii) lease-up intangible assets with a fair value of $53 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%). From the acquisition date to December 31, 2015, the Company recognized revenues and earnings of $94 million and $1 million, respectively, from RIDEA III. As of December 31, 2015, the purchase price allocation is preliminary and may be subject to change. Pro Forma Results of Operations (Unaudited) The following unaudited pro forma consolidated results of operations assume that the RIDEA III acquisition was completed as of January 1, 2013 (in thousands, except per share amounts):
|  | December 31, 2015 |  | December 31, 2014 |  | December 31, 2013 |
Revenues |  | $ | 2,638,192 |  | $ | 2,454,039 |  | $ | 2,287,638 |
Net (loss) income |  |  | (531,464) |  |  | 954,540 |  |  | 996,976 |
Net (loss) income applicable to HCP, Inc. |  |  | (545,776) |  |  | 938,387 |  |  | 981,610 |
Basic earnings per common share |  | $ | (1.18) |  | $ | 2.04 |  | $ | 2.15 |
Diluted earnings per common share |  |  | (1.18) |  |  | 2.04 |  |  | 2.15 |
2015 Other Real Estate Acquisitions In addition to the RIDEA III acquisition discussed above, a summary of other real estate acquisitions for the year ended December 31, 2015 follows (in thousands):
|  | Consideration |  | Assets Acquired(1) |
|  | Cash Paid/ |  | Liabilities |  | Noncontrolling |  |  |  |  | Net |
Segment |  | Debt Settled |  | Assumed |  | Interest |  | Real Estate |  | Intangibles |
Senior housing(2) |  | $ | 268,782 |  | $ | 8,298 |  | $ | 4,255 |  | $ | 253,802 |  |  | 27,533 |
Post-acute/skilled nursing(2) |  |  | 178,707 |  |  | — |  |  | — |  |  | 142,528 |  |  | 36,179 |
Life science |  |  | 80,946 |  |  | 2,054 |  |  | — |  |  | 68,988 |  |  | 14,012 |
Medical office(3) |  |  | 384,114 |  |  | 12,866 |  |  | — |  |  | 305,091 |  |  | 91,889 |
|  | $ | 912,549 |  | $ | 23,218 |  | $ | 4,255 |  | $ | 770,409 |  | $ | 169,613 |
| (1) |  | Amounts include preliminary purchase price allocations which may be subject to change.
| (2) |  | Includes £174 million ($254 million) of the Company’s HC-One Facility (see Note 7) converted to fee ownership in a portfolio of 36 care homes located throughout the United Kingdom (“U.K.”) and includes £27 million ($42 million) of a loan originated in May 2015 converted to fee ownership in two U.K. care homes.
| (3) |  | Includes $225 million for a medical office building (“MOB”) portfolio acquisition completed in June 2015 and placed in HCP Ventures V, LLC (“HCP Ventures V”), of which in October 2015 the Company issued a 49% noncontrolling interest in HCP Ventures V for $110 million (see Note 13).
2014 Real Estate Acquisitions A summary of other real estate acquisitions for the year ended December 31, 2014 follows (in thousands):
|  | Consideration |  | Assets Acquired |
|  |  |  |  | Debt and Other |  |  |  |  |  |  |  |  |  |
|  |  |  |  | Liabilities |  | Noncontrolling |  |  |  |  | Net |
Segment |  | Cash Paid |  | Assumed |  | Interest |  | Real Estate |  | Intangibles |
Senior housing(1) |  | $ | 233,797 |  | $ | 3,351 |  | $ | 6,321 | (2) | $ | 215,255 |  |  | 28,214 |
Life science |  |  | 43,500 |  |  | 250 |  |  | — |  |  | 41,281 |  |  | 2,469 |
Medical office |  |  | 226,173 |  |  | 33,677 |  |  | — |  |  | 226,510 |  |  | 33,340 |
|  | $ | 503,470 |  | $ | 37,278 |  | $ | 6,321 |  | $ | 483,046 |  | $ | 64,023 |
| (1) |  | Includes the acquisition of a $147 million (£88 million) portfolio of 23 care homes in the UK.
| (2) |  | Includes $5 million of non-managing member limited liability company units
Completed Developments During the year ended December 31, 2014, the Company placed in service the following: (i) two life science facilities, (ii) a MOB and (iii) a post-acute/skilled nursing facility. These completed developments represented $41 million of gross real estate on the Company’s consolidated balance sheets as of the date they were placed in service. There were no completed developments placed in service during the year ended December 31, 2015. Construction, Tenant and Other Capital Improvements A summary of the Company’s funding for construction, tenant and other capital improvements follows (in thousands):
|  | Year Ended December 31, |
Segment |  | 2015 |  | 2014 |
Senior housing |  | $ | 131,405 |  | $ | 45,586 |
Post-acute/skilled nursing |  |  | 3,369 |  |  | 2,533 |
Life science |  |  | 122,319 |  |  | 133,164 |
Medical office |  |  | 131,021 |  |  | 90,027 |
Hospital |  |  | 37 |  |  | 1,688 |
|  | $ | 388,151 |  | $ | 272,998 |

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