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Dispositions of Real Estate and Discontinued Operations | 3 Months Ended
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Mar. 31, 2022
Discontinued Operations and Disposal Groups [Abstract] |
Dispositions of Real Estate and Discontinued Operations | Dispositions of Real Estate and Discontinued Operations 2022 Dispositions of Real Estate In January 2022, the Company sold one life science facility in Salt Lake City, Utah for $14 million, resulting in a gain on sale of $4 million. In April 2022, the Company sold one MOB in San Antonio, Texas for $13 million. 2021 Dispositions of Real Estate Sunrise Senior Housing Portfolio In January 2021, the Company sold a portfolio of 32 SHOP assets (the “Sunrise Senior Housing Portfolio”) for $664 million, resulting in an immaterial loss on sale, which is recognized in income (loss) from discontinued operations, and provided the buyer with: (i) financing of $410 million (see Note 6) and (ii) a commitment to finance up to $92 million of additional debt for capital expenditures. The commitment to finance additional debt for capital expenditures was subsequently reduced to $56 million in June 2021 and $47 million in February 2022, $0.4 million of which had been funded as of March 31, 2022 (see Note 6). Upon completion of the license transfer process in June 2021, the Company sold the two remaining Sunrise senior housing triple-net assets for $80 million, resulting in a gain on sale of $22 million, which is recognized in income (loss) from discontinued operations. Brookdale Triple-Net Portfolio In January 2021, the Company sold 24 senior housing assets in a triple-net lease with Brookdale Senior Living Inc. for $510 million, resulting in total gain on sale of $169 million, which is recognized in income (loss) from discontinued operations. Additional SHOP Portfolio In January 2021, the Company sold a portfolio of 16 SHOP assets for $230 million, resulting in total gain on sale of $59 million, which is recognized in income (loss) from discontinued operations. The Company provided the buyer with financing of $150 million (see Note 6). HRA Triple-Net Portfolio In February 2021, the Company sold eight senior housing assets in a triple-net lease with Harbor Retirement Associates for $132 million, resulting in total gain on sale of $33 million, which is recognized in income (loss) from discontinued operations. Oakmont SHOP Portfolio In April 2021, the Company sold a portfolio of 12 SHOP assets for $564 million. In conjunction with the sale, mortgage debt held on two properties with a carrying value of $64 million was repaid and the remaining mortgage debt held on four properties with a carrying value of $107 million was assumed by the buyer. The transaction resulted in total gain on sale of $80 million, which is recognized in income (loss) from discontinued operations. Discovery SHOP Portfolio In April 2021, the Company sold a portfolio of 10 SHOP assets for $334 million, resulting in total gain on sale of $9 million, which is recognized in income (loss) from discontinued operations. Also included in this transaction was the sale of two mezzanine loans and two preferred equity investments for $21 million, resulting in no gain or loss on sale of the investments (collectively, the “Discovery SHOP Portfolio”). Sonata SHOP Portfolio In April 2021, the Compa ny sold a portfolio of five SHOP assets for $64 million, resulting in total gain on sale of $3 million, which is recognized in income (loss) from discontinued operations. SLC SHOP Portfolio In May 2021, the Company sold seven SHOP assets for $113 million and repaid $70 million of mortgage debt that was held on six of the assets, resulting in total gain on sale of $1 million, which is recognized in income (loss) from discontinued operations. Hoag Hospital In May 2021, the Company sold one hospital for $226 million through the exercise of a purchase option by a tenant, resulting in gain on sale of $172 million. 2021 Other Dispositions In addition to the portfolio and individual sales discussed above, during the year ended December 31, 2021, the Company sold the following: (i) 15 SHOP assets for $169 million, (ii) 7 senior housing triple-net assets for $24 million, and (iii) 10 MOBs and a portion of 1 MOB land parcel for $68 million, resulting in total gain on sales of $58 million ($39 million of which is recognized in income (loss) from discontinued operations). In conjunction with one of the SHOP asset sales, mortgage debt held on the property with a carrying value of $36 million was assumed by the buyer. Of these sales, one SHOP asset was sold during the three months ended March 31, 2021 for $5 million resulting in an immaterial gain on sale, which is recognized in income (loss) from discontinued operations. Held for Sale and Discontinued Operations During 2020, the Company established and began executing a plan to dispose of its senior housing triple-net and SHOP properties. As of December 31, 2020, the Company concluded that the planned dispositions represented a strategic shift that had and will have a major effect on the Company’s operations and financial results. Therefore, senior housing triple-net and SHOP assets meeting the held for sale criteria are classified as discontinued operations in all periods presented herein. In September 2021, the Company successfully completed the disposition of the remaining senior housing triple-net and SHOP properties. The following summarizes the assets and liabilities classified as held for sale or as discontinued operations at March 31, 2022 and December 31, 2021, which are included in assets held for sale and discontinued operations, net and liabilities related to assets held for sale and discontinued operations, net, respectively, on the Consolidated Balance Sheets (in thousands):
| March 31, 2022 |  | December 31, 2021
ASSETS |  |  |
Accounts receivable, net of allowance of $4,146 and $4,138 | $ | 2,764 |  |  | $ | 2,446 |
Cash and cash equivalents | 7,989 |  |  | 7,707 |
Right-of-use asset, net | 23 |  |  | 26 |
Other assets, net | 1,976 |  |  | 3,237 |
Total assets of discontinued operations, net | 12,752 |  | 13,416
Assets held for sale, net(1) | 21,060 |  |  | 23,774 |
Assets held for sale and discontinued operations, net | $ | 33,812 |  |  | $ | 37,190 |
LIABILITIES |  |  |
Lease liability | $ | 23 |  |  | $ | 26 |
Accounts payable, accrued liabilities, and other liabilities | 14,072 |  |  | 14,843 |
Deferred revenue | 139 |  |  | 92 |
Total liabilities of discontinued operations, net | 14,234 |  |  | 14,961 |
Liabilities related to assets held for sale, net(1) | 84 |  |  | 95 |
Liabilities related to assets held for sale and discontinued operations, net | $ | 14,318 |  |  | $ | 15,056 |
_______________________________________ (1)As of March 31, 2022, primarily comprised of five MOBs with net real estate assets of $20 million and right-of-use asset, net of $1 million. As of December 31, 2021, primarily comprised of four MOBs and one life science facility with net real estate assets of $23 million and right-of-use asset, net of $1 million. The results of discontinued operations during the three months ended March 31, 2022 and 2021, or through the disposal date of each asset or portfolio of assets if they have been sold during such periods, as applicable, are included in the consolidated results of operations for the three months ended March 31, 2022 and 2021. Summarized financial information for discontinued operations for the three months ended March 31, 2022 and 2021 are as follows (in thousands):
| Three Months Ended March 31, |  |
| 2022 |  | 2021 |  |  |  |
Revenues: |  |  |  |  |  |  |
Rental and related revenues | $ | — |  |  | $ | 5,228 |  |  |  |  |
Resident fees and services | 2,655 |  |  | 72,998 |  |  |  |  |
Total revenues | 2,655 |  |  | 78,226 |  |  |  |  |
Costs and expenses: |  |  |  |  |  |  |
Interest expense | — |  |  | 2,676 |  |  |  |  |
Operating | 2,674 |  |  | 71,519 |  |  |  |  |
Transaction costs | — |  |  | 76 |  |  |  |  |
Total costs and expenses | 2,674 |  |  | 74,271 |  |  |  |  |
Other income (expense): |  |  |  |  |  |  |
Gain (loss) on sales of real estate, net | (71) |  |  | 259,662 |  |  |  |  |
Other income (expense), net | 3 |  |  | 5,885 |  |  |  |  |
Total other income (expense), net | (68) |  |  | 265,547 |  |  |  |  |
Income (loss) before income taxes and equity income (loss) from unconsolidated joint ventures | (87) |  |  | 269,502 |  |  |  |  |
Income tax benefit (expense) | 340 |  |  | 821 |  |  |  |  |
Equity income (loss) from unconsolidated joint ventures | 64 |  |  | (315) |  |  |  |  |
Income (loss) from discontinued operations | $ | 317 |  |  | $ | 270,008 |  |  |  |  |
Impairments of Real Estate During the three months ended March 31, 2022 and 2021, the Company did not recognize any impairment charges. Other Losses During the three months ended March 31, 2022, the Company recognized $14 million of expenses within other income (expense), net on the Consolidated Statements of Operations for tenant relocation and other costs associated with a planned MOB demolition.

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 360 -URI http://asc.fasb.org/topic&trid=2155823 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI http://asc.fasb.org/subtopic&trid=2122178 + Details
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