Mike McKee, CEO of HCP

IRVINE, CA—HCP Inc. said Tuesday it had agreed to sell a portfolio of 64 communities triple-net leased to Brookdale Senior Living Inc. to affiliates of Blackstone Real Estate Partners VIII for $1.125 billion. Separately, the Irvine, CA-based healthcare REIT announced that it had completed the spin-off of its HCR ManorCare portfolio of skilled nursing and assisted living assets into a separate, publicly traded company. HCP plans to use proceeds from the Brookdale sale and financing of the spin-off to pare down debt.

Nashville-based Brookdale will take a 15% ownership stake in the portfolio via a joint venture with Blackstone. It will manage the 64 properties, which total 5,967 units, on behalf of the JV following completion of the sale by HCP. The sale to Blackstone is expected to close in the first quarter of 2017.

For HCP, the Blackstone deal and other transactions will reduce its Brookdale exposure from 35% of cash NOI to 27%. Brookdale and HCP have agreed to terminate the leases on 25 properties triple-net leased to Brookdale; the assets will either be sold or transitioned to other operators.

HCP will also transfer eight expiring Brookdale leases, including four on properties in Texas and four on Florida communities, to 90/10 RIDEA JV structures. The latter move includes the transition of four assets to a new regional operator during the fourth quarter of this year.

Mike McKee, chairman, president and CEO of HCP, calls the deals related to the Brookdale assets “a key component of our plan to launch HCP 3.0” as outlined in the REIT's second-quarter earnings call in August. “These initiatives enable us to address several important strategic priorities for HCP, including reducing our Brookdale concentration, improving the lease coverage of our triple-net senior housing portfolio and diversifying our operator relationships.”

At Brookdale, president and CEO Andy Smith says the transactions with HCP represent “meaningful steps in our ongoing portfolio optimization initiative. Through these transactions, we expect that we will improve our return on invested capital, significantly improve our cash flow, reduce lease leverage and improve the coverage of the remaining HCP leased portfolio. We appreciate the working relationship we have with HCP in bringing these transactions to fruition.” Following these transactions, Brookdale will continue to operate 204 properties on HCP's behalf.

Shares of Quality Care Properties Inc. began regular trading Tuesday on the New York Stock Exchange under the QCP symbol. Shares in the spun-off REIT had traded on a “when issued” basis since Oct. 20; HCP said Monday afternoon that it had completed the HCR ManorCare spin-off into QCP.

HCP announced in May that its board had approved the spin-off of the HCR portfolio and other assets. QCP's portfolio consists of 338 properties, mainly skilled nursing facilities, according to an SEC filing.

The spin-off marks “a significant milestone in HCP's history, marking the end of an extensive process to address our portfolio concentration related to HCR ManorCare,” McKee said Monday. “We firmly believe the spin-off is the best outcome to maximize value for both HCP and QCP stockholders.

“As two independent companies, HCP and QCP will be able to focus on their inherent strengths and will have increased flexibility to pursue their distinct growth strategies,” he continued. “HCP expects to benefit from its improved portfolio quality and enhanced ability to accelerate growth within its core businesses of seniors housing, life science and medical office properties.”

Separately, HCP on Tuesday announced its Q3 results, including metrics from what is now QCP. Funds from operations for the three months ended Sept. 30 was 65 cents per share, compared to 57 cents per share in the year-ago period.

Hear from the net lease sector's top leaders as they explore current and emerging trends and provide their outlook for continued success in this space. Join us at RealShare Net Lease West on Nov. 1 and 2, where you'll meet the top owners, investors, brokers and financiers in the net lease and sale-leaseback community. Learn more.

Mike McKee, CEO of HCP

IRVINE, CA—HCP Inc. said Tuesday it had agreed to sell a portfolio of 64 communities triple-net leased to Brookdale Senior Living Inc. to affiliates of Blackstone Real Estate Partners VIII for $1.125 billion. Separately, the Irvine, CA-based healthcare REIT announced that it had completed the spin-off of its HCR ManorCare portfolio of skilled nursing and assisted living assets into a separate, publicly traded company. HCP plans to use proceeds from the Brookdale sale and financing of the spin-off to pare down debt.

Nashville-based Brookdale will take a 15% ownership stake in the portfolio via a joint venture with Blackstone. It will manage the 64 properties, which total 5,967 units, on behalf of the JV following completion of the sale by HCP. The sale to Blackstone is expected to close in the first quarter of 2017.

For HCP, the Blackstone deal and other transactions will reduce its Brookdale exposure from 35% of cash NOI to 27%. Brookdale and HCP have agreed to terminate the leases on 25 properties triple-net leased to Brookdale; the assets will either be sold or transitioned to other operators.

HCP will also transfer eight expiring Brookdale leases, including four on properties in Texas and four on Florida communities, to 90/10 RIDEA JV structures. The latter move includes the transition of four assets to a new regional operator during the fourth quarter of this year.

Mike McKee, chairman, president and CEO of HCP, calls the deals related to the Brookdale assets “a key component of our plan to launch HCP 3.0” as outlined in the REIT's second-quarter earnings call in August. “These initiatives enable us to address several important strategic priorities for HCP, including reducing our Brookdale concentration, improving the lease coverage of our triple-net senior housing portfolio and diversifying our operator relationships.”

At Brookdale, president and CEO Andy Smith says the transactions with HCP represent “meaningful steps in our ongoing portfolio optimization initiative. Through these transactions, we expect that we will improve our return on invested capital, significantly improve our cash flow, reduce lease leverage and improve the coverage of the remaining HCP leased portfolio. We appreciate the working relationship we have with HCP in bringing these transactions to fruition.” Following these transactions, Brookdale will continue to operate 204 properties on HCP's behalf.

Shares of Quality Care Properties Inc. began regular trading Tuesday on the New York Stock Exchange under the QCP symbol. Shares in the spun-off REIT had traded on a “when issued” basis since Oct. 20; HCP said Monday afternoon that it had completed the HCR ManorCare spin-off into QCP.

HCP announced in May that its board had approved the spin-off of the HCR portfolio and other assets. QCP's portfolio consists of 338 properties, mainly skilled nursing facilities, according to an SEC filing.

The spin-off marks “a significant milestone in HCP's history, marking the end of an extensive process to address our portfolio concentration related to HCR ManorCare,” McKee said Monday. “We firmly believe the spin-off is the best outcome to maximize value for both HCP and QCP stockholders.

“As two independent companies, HCP and QCP will be able to focus on their inherent strengths and will have increased flexibility to pursue their distinct growth strategies,” he continued. “HCP expects to benefit from its improved portfolio quality and enhanced ability to accelerate growth within its core businesses of seniors housing, life science and medical office properties.”

Separately, HCP on Tuesday announced its Q3 results, including metrics from what is now QCP. Funds from operations for the three months ended Sept. 30 was 65 cents per share, compared to 57 cents per share in the year-ago period.

Hear from the net lease sector's top leaders as they explore current and emerging trends and provide their outlook for continued success in this space. Join us at RealShare Net Lease West on Nov. 1 and 2, where you'll meet the top owners, investors, brokers and financiers in the net lease and sale-leaseback community. Learn more.

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Paul Bubny

Paul Bubny is managing editor of Real Estate Forum and GlobeSt.com. He has been reporting on business since 1988 and on commercial real estate since 2007. He is based at ALM Real Estate Media Group's offices in New York City.

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