What changed in this filing

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Item 2. Properties

2022-03-25 compared with 2021-03-26 · 37 added, 25 removed, 74 unchanged (46% of the section changed)

As of December 31, 2021, our principal executive offices are located at 18191 Von Karman Avenue, Suite 300, Irvine, California 92612.

We do not have an address separate from our advisor or our co-sponsors.

Since we pay our advisor fees for its services, we do not pay rent for the use of its space.

We also lease office and building spaces in Arizona and Indiana.

We believe our existing leased facilities are in good condition and suitable for the conduct of our business.

Real Estate Investments

As of December 31, 2020, we operated through four reportable business segments:

MOBs, senior housing, senior housing — RIDEA and SNFs.

We own 100% of our properties as of December 31, 2020, with the exception of Central Florida Senior Housing Portfolio, Pinnacle Beaumont ALF, Pinnacle Warrenton ALF, Catalina West Haven ALF, Louisiana Senior Housing Portfolio and Catalina Madera ALF.

As of December 31, 2021, we operated through six reportable business segments:

MOBs, integrated senior health campuses, SNFs, SHOP, senior housing and hospitals.

We own and/or operate 100% of our properties as of December 31, 2021, with the exception of our investments through Trilogy, or Trilogy Portfolio, Lakeview IN Medical Plaza, Southlake TX Hospital, Central Florida Senior Housing Portfolio, Pinnacle Beaumont ALF, Pinnacle Warrenton ALF, Catalina West Haven ALF, Louisiana Senior Housing Portfolio and Catalina Madera ALF.

See Note 13, Redeemable Noncontrolling Interests, and Note 14, Equity — Noncontrolling Interests in Total Equity, to the Consolidated Financial Statements that are part of this Annual Report on Form 10-K, for a further discussion of our noncontrolling interests.

The following table presents certain additional information about our real estate investments as of December 31, 2021:

Reportable Segment Number of

Buildings GLA

GLA Aggregate

Purchase Price Annualized

Rent/NOI(1) % of

Base Rent/NOI Leased

Percentage(2)

Integrated senior health campuses 122 8,866,000 46.2 % $ 1,787,698,000 $ 98,369,000 36.5 % 78.1 %

Medical office buildings 105 4,986,000 26.0 1,249,658,000 110,884,000 41.1 92.0 %

Senior housing — RIDEA 26 1,549,000 31.9 264,709,000 7,583,000 10.5 74.9 %

SHOP 47 3,338,000 17.4 708,050,000 15,448,000 5.7 72.4 %

Senior housing 20 673,000 3.5 169,885,000 12,340,000 4.6 100.0 %

Skilled nursing facilities 17 1,142,000 6.0 237,300,000 23,665,000 8.8 100.0 %

Hospitals 2 173,000 0.9 139,780,000 8,964,000 3.3 100.0 %

Total/weighted average(3) 313 19,178,000 100 % $ 4,292,371,000 $ 269,670,000 100 % 94.3 %

(1) With the exception of our senior housing — RIDEA facilities, amount is based on contractual base rent from leases in effect as of December 31, 2020.

For our senior housing — RIDEA facilities, amount is based on annualized NOI, a non-GAAP financial measure.

(1) With the exception of our SHOP and integrated senior health campuses, amount is based on contractual base rent from leases in effect as of December 31, 2021.

For our SHOP and integrated senior health campuses, amount is based on annualized NOI, a non-GAAP financial measure.

See Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations — Net Operating Income, for a further discussion of NOI.

(2) Leased percentage includes all leased space of the properties included in the respective segment including master leases, except for our senior housing — RIDEA facilities where leased percentage represents resident occupancy on the available units of the RIDEA facilities.

(3) Total portfolio weighted average leased percentage excludes our senior housing — RIDEA facilities.

We own fee simple interests in all of our buildings except for nine buildings for which we own fee simple interests in the building and improvements of such properties subject to the respective ground leases.

(2) Leased percentage includes all leased space of the properties included in the respective segment including master leases, except for our SHOP and integrated senior health campuses where leased percentage represents resident occupancy on the available units of the SHOP or integrated senior health campuses.

(3) Total portfolio weighted average leased percentage excludes our SHOP and integrated senior health campuses.

We own fee simple interests in all of our buildings except for 24 buildings for which we own fee simple interests in the building and improvements of such properties subject to the respective ground leases.

The following information generally applies to our properties:

• we believe all of our properties are adequately covered by insurance and are suitable for their intended purposes;

• we have no plans for any material renovations, improvements or development with respect to any of our properties, except in accordance with planned budgets;

• we have no plans for any material renovations, improvements or development with respect to any of our properties, except in accordance with planned budgets and within our Trilogy Portfolio;

• our properties are located in markets where we are subject to competition for attracting new tenants and residents, as well as retaining current tenants and residents;

• depreciation is provided on a straight-line basis over the estimated useful lives of the buildings, up to 39 years, and over the shorter of the lease term or useful lives of the tenant improvements, up to 21 years.

Furniture, fixtures and equipment is depreciated over the estimated useful life, up to 20 years.

• depreciation is provided on a straight-line basis over the estimated useful lives of the buildings and capital improvements, up to 39 years, over the shorter of the lease term or useful lives of the tenant improvements, up to 34 years, and over the estimated useful life of furniture, fixtures and equipment, up to 28 years.

For additional information regarding our real estate investments, see Schedule III, Real Estate and Accumulated Depreciation, to the Consolidated Financial Statements that are a part of this Annual Report on Form 10-K.

Lease Expirations

Substantially all of our leases with residents at our senior housing — RIDEA facilities are for a term of one year or less.

The following table presents the sensitivity of our annual base rent due to lease expirations for the next 10 years and thereafter at our properties as of December 31, 2020, excluding our senior housing — RIDEA facilities:

Substantially all of our leases with residents at our SHOP and integrated senior health campuses are for a term of one year or less.

The following table presents the sensitivity of our annual base rent due to lease expirations for the next 10 years and thereafter at our properties as of December 31, 2021, excluding our SHOP and integrated senior health campuses:

Year Number of

19 unchanged sentences

Thereafter 53 1,913,000 29.0 55,525,000 30.9

279 3,170,000 100 % $ 72,778,000 100 %

Total 671 6,595,000 100 % $ 179,742,000 100 %

(1) Amount is based on the total annual contractual base rent expiring in the applicable year, based on leases in effect as of December 31, 2021.

2 unchanged sentences

State Number of

Buildings GLA

GLA Annualized

Base Rent/NOI(1) % of Annualized

Campuses GLA (Sq Ft) % of GLA Annualized Base

Rent/NOI(1) % of Annualized

Base Rent/NOI

1 unchanged sentence

Arizona 1 34,000 0.2 906,000 0.3

Arkansas 1 51,000 0.3 541,000 0.2

California 9 333,000 1.7 4,784,000 1.8

1 unchanged sentence

Connecticut 6 187,000 1.0 4,109,000 1.5

District of Columbia 1 134,000 0.7 4,743,000 1.8

Florida 11 910,000 4.8 (1,973,000) (0.7)

Georgia 16 493,000 2.6 9,989,000 3.7

Iowa 1 38,000 0.2 570,000 0.2

Illinois 13 411,000 2.1 7,321,000 2.7

Indiana 75 5,205,000 27.1 83,468,000 31.0

Iowa 2 44,000 0.9 1,157,000 1.6

Kansas 2 116,000 0.6 3,119,000 1.2

Kentucky 13 1,009,000 5.3 (8,823,000) (3.3)

Louisiana 7 257,000 1.3 1,822,000 0.7

Maryland 1 77,000 0.4 1,649,000 0.6

Massachusetts 7 513,000 2.7 12,887,000 4.8

1 unchanged sentence

Minnesota 1 46,000 0.2 1,059,000 0.4

Mississippi 2 76,000 0.4 276,000 0.1

Missouri 12 769,000 4.0 15,535,000 5.8

Nebraska 2 282,000 1.5 1,429,000 0.5

Nevada 1 191,000 1.0 4,716,000 1.7

New Jersey 5 327,000 1.7 8,342,000 3.1

New York 1 91,000 0.5 2,904,000 1.1

North Carolina 8 330,000 1.7 5,355,000 2.0

2 unchanged sentences

Pennsylvania 9 592,000 3.1 11,627,000 4.3

South Carolina 1 58,000 0.3 1,584,000 0.6

Tennessee 2 73,000 0.4 1,466,000 0.5

4 unchanged sentences

Wisconsin 4 334,000 1.7 4,031,000 1.5

Total Domestic 307 19,023,000 99.2 264,800,000 98.2

Isle of Man and UK 6 155,000 0.8 4,870,000 1.8

Total 313 19,178,000 100 % $ 269,670,000 100 %

(1) Amount is based on contractual base rent from leases in effect as of December 31, 2020, with the exception of our senior housing — RIDEA facilities, which amount is based on annualized NOI.

For a discussion of our indebtedness, see Note 6, Mortgage Loans Payable, Net, and Note 7, Line of Credit and Term Loans, to the Consolidated Financial Statements that are a part of this Annual Report on Form 10-K.

(1) Amount is based on contractual base rent from leases in effect as of December 31, 2021, with the exception of our SHOP and integrated senior health campuses, which amount is based on annualized NOI.

For a discussion of our indebtedness, see Note 8, Mortgage Loans Payable, Net, and Note 9, Lines of Credit and Term Loans, to the Consolidated Financial Statements that are a part of this Annual Report on Form 10-K.

Legal Proceedings.

For a discussion of our legal proceedings, see Note 10, Commitments and Contingencies — Litigation, to the Consolidated Financial Statements that are part of this Annual Report on Form 10-K.

For a discussion of our legal proceedings, see Note 12, Commitments and Contingencies — Litigation, to the Consolidated Financial Statements that are a part of this Annual Report on Form 10-K.

Mine Safety Disclosures.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties