Sabra Health Care REIT, Inc. Enters Into an Agreement to Sell Senior Care Centers Portfolio; Comments on Senior Care Centers ...
December 06 2018 - 2:29AM
Sabra Health Care REIT, Inc. (“Sabra”, the “Company” or “we”)
(Nasdaq: SBRA) provided an update today regarding Senior Care
Centers.
As announced previously, we have been pursuing a sale of the 36
Skilled Nursing facilities and two Senior Housing communities we
own that are currently operated by Senior Care Centers (the “Senior
Care Centers Facilities”). On December 5, 2018, we entered into a
purchase and sale agreement to sell the Senior Care Centers
Facilities for an aggregate purchase price of $385.0 million, all
of which is payable in cash by the purchaser at closing. We expect
to complete the sale of the Senior Care Centers Facilities in early
2019, though there can be no assurances that the sale will be
consummated on the foregoing terms or timing or at all.
During the three months ended September 30, 2018, we issued to
Senior Care Centers notices of default and lease termination due to
non-payment of rent under the terms of the related master leases
for the Senior Care Centers Facilities. As a result, deposits were
fully exhausted to pay contractual rents and Senior Care Centers is
currently operating the Senior Care Centers Facilities on a
month-to-month basis.
On December 4, 2018, Senior Care Centers filed a petition for
relief under Chapter 11 of the United States Bankruptcy Code in the
Northern District of Texas.
Commenting on these developments, Rick Matros, CEO and Chairman,
said, “We are pleased with the progress we have made on our planned
disposition of the Senior Care Centers Facilities. The
purchase price of $385.0 million is slightly higher than the $377.5
million upfront portion of the purchase price previously announced.
We determined it was in our best interest to forego a potential
earn-out opportunity that may or may not be realized at some future
date and instead receive more cash up front. We do not expect
Senior Care Centers’ bankruptcy filing to have a substantive impact
on our disposition of the Senior Care Centers Facilities.”
About Sabra
Sabra Health Care REIT, Inc. (Nasdaq: SBRA), a Maryland
corporation, operates as a self-administered, self-managed real
estate investment trust (a "REIT") that, through its subsidiaries,
owns and invests in real estate serving the healthcare industry.
Sabra leases properties to tenants and operators throughout the
United States and Canada.
Special Note Regarding Forward-Looking
Statements
This release contains “forward-looking” statements as defined in
the Private Securities Litigation Reform Act of 1995. These
statements may be identified, without limitation, by the use of
“expects,” “believes,” “intends,” “should” or comparable terms or
the negative thereof. Forward-looking statements in this release
include all statements regarding our planned disposition of the
Senior Care Centers Facilities.
Our actual results may differ materially from those projected or
contemplated by our forward-looking statements as a result of
various factors, including among others, the following: our
dependence on the operating success of our tenants; operational
risks with respect to our Senior Housing - Managed communities; the
effect of our tenants declaring bankruptcy or becoming insolvent;
our ability to find replacement tenants and the impact of
unforeseen costs in acquiring new properties; the impact of
litigation and rising insurance costs on the business of our
tenants; the anticipated benefits of our merger with Care Capital
Properties, Inc. (“CCP”) may not be realized; the anticipated and
unanticipated costs, fees, expenses and liabilities related to our
merger with CCP; our ability to implement the previously announced
rent repositioning program for certain of our tenants who were
legacy tenants of CCP on the timing or terms we have previously
disclosed; our ability to dispose of facilities currently leased to
Genesis Healthcare, Inc. and Senior Care Centers on the timing or
terms we have disclosed; the possibility that Sabra may not acquire
the remaining majority interest in the Enlivant joint venture;
risks associated with our investments in joint ventures; changes in
healthcare regulation and political or economic conditions; the
impact of required regulatory approvals of transfers of healthcare
properties; competitive conditions in our industry; our
concentration in the healthcare property sector, particularly in
skilled nursing/transitional care facilities and senior housing
communities, which makes our profitability more vulnerable to a
downturn in a specific sector than if we were investing in multiple
industries; the significant amount of and our ability to service
our indebtedness; covenants in our debt agreements that may
restrict our ability to pay dividends, make investments, incur
additional indebtedness and refinance indebtedness on favorable
terms; increases in market interest rates; our ability to raise
capital through equity and debt financings; changes in foreign
currency exchange rates; the relatively illiquid nature of real
estate investments; the loss of key management personnel or other
employees; uninsured or underinsured losses affecting our
properties and the possibility of environmental compliance costs
and liabilities; the impact of a failure or security breach of
information technology in our operations; our ability to maintain
our status as a REIT; changes in tax laws and regulations affecting
REITs (including the potential effects of the Tax Cuts and Jobs
Act); compliance with REIT requirements and certain tax and tax
regulatory matters related to our status as a REIT; and the
ownership limits and anti-takeover defenses in our governing
documents and under Maryland law, which may restrict change of
control or business combination opportunities.
Additional information concerning risks and uncertainties that
could affect our business can be found in our filings with the
Securities and Exchange Commission (the “SEC”), including Item 1A
of our Annual Report on Form 10-K for the year ended December 31,
2017. We do not intend, and we undertake no obligation, to update
any forward-looking information to reflect events or circumstances
after the date of this release or to reflect the occurrence of
unanticipated events, unless required by law to do so.
CONTACT:
Investor & Media Inquiries: 1-888-393-8248 or
investorinquiries@sabrahealth.com
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