Sabra Health Care REIT, Inc. Enters Into an Agreement to Sell Senior Care Centers Portfolio; Comments on Senior Care Centers Bankruptcy Filing
IRVINE, Calif., Dec. 06, 2018 (GLOBE NEWSWIRE) -- 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.”
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.
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