Emeritus Wraps Up $299M Assisted Living Deal

Four months after it first announced it was buying 29 communities from Health Care REIT Inc. for $299 million, Emeritus Corp. has completed the second part of the transaction with the acquisition of the last 10 assisted living communities for approximately $77.2 million. All the communities had been operated by Emeritus under long-term leases. With the second closing, Emeritus now owns 29 assisted living communities for seniors with a total of 2,257 units. This acquisition comprised 693 units in 10 communities for $77.2 million, excluding financing and closing costs. The financing for the second transaction consists of $56.4 million of mortgage debt financing. Through a 10-year Freddie Mac credit facility, Key Bank originated $29 million of the financing at an average fixed rate of 6.654 percent. The remaining $27.4 million of variable rate debt was provided by Key Bank at the one-month LIBOR rate plus 3 percent, which has a three-year term and can be prepaid without penalty, according to a release from Emeritus. “Despite the current turmoil in the financial markets, Emeritus has closed this transaction on time and with favorable financing,” Granger Cobb, president & co-CEO, said in the release. Eight of the 10 communities are subject to a cash flow sharing agreement with an entity controlled by Dan Baty, Emeritus’ co-CEO. The deal calls for these communities to be held in a 50/50 joint venture owned by Emeritus and the Baty entity, but will be included in the consolidated Emeritus portfolio. The Baty-related entity contributed approximately $6.8 million to fund its half of the purchase price of the eight facilities. The company accounted for nine of the leases as capital leases and one as an operating lease. CPN first reported the company’s agreement to buy the 29 facilities for $299 million , excluding transaction costs, on June 10. On Aug. 6, CPN reported that Key Bank Real Estate Capital had secured $163 million in loans to finance the purchase of the first 19 facilities. Those loans were also obtained through Freddie Mac. The pool of 19 cross-collateralized and cross-defaulted commercial mortgages had a 10-year term with an optional 12-month extension at the end. The first year was for interest only and the loan had an amortization period of 30 years. The latest acquisitions come a little more than a year after Emeritus completed a merger with Summerville Senior Living Inc. The company, which announced nine acquisitions at the same time as the September 2007 merger with Summerville, has continued its buying spree, many of which were also already being leased and operated by the company. With the closing of the 10 additional facilities, the Emeritus-owned portfolio increases to 159, or 62.4 percent of the total consolidated portfolio of 255. The Seattle-based company currently operates 289 communities in 36 states with capacity for 24,875 units and 29,700 residents. Emeritus is one of the largest operators of freestanding assisted living communities, some with Alzheimer’s care.