Current report filing

ACQUISITIONS IN 2013 (Tables)

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ACQUISITIONS IN 2013 (Tables)
12 Months Ended
Dec. 31, 2013
Acquisitions In 2013 Tables  
Schedule of acquisitions

Acquisitions of Senior Housing Properties

The following table summarizes the allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed at the date of acquisition, in accordance with the acquisition method of accounting:

                     
    At Acquisition  
    Managed   Holiday        
    Properties   Portfolio   Total  
Allocation of Purchase Price (A)(B)                    
Investments in Real Estate   $ 268,010   $ 937,548   $ 1,205,558  
Resident Lease Intangibles     31,673     57,883     89,556  
Non-compete Intangibles     1,000         1,000  
Land Lease Intangibles         3,498     3,498  
PILOT Intangible     3,700         3,700  
Other Intangibles     500     1,546     2,046  
Assumed mortgage notes payable     (43,128 )       (43,128 )
Other Assets, net of other liabilities     (2,157 )       (2,157 )
Subtotal   $ 259,598   $ 1,000,475   $ 1,260,073  
                     
Mortgage Notes Payable (C)     (175,871 )   (719,350 ) $ (895,221 )
Net assets acquired   $ 83,727   $ 281,125   $ 364,852  
Total acquisition related costs (D)   $ 6,118   $ 3,604   $ 9,722  
     
  (A) Due to the timing of the acquisitions, for the November and December acquisitions,, Newcastle is still obtaining additional information relating to the purchase price allocation. Therefore, the review process of the purchase price allocation is not complete. Newcastle expects to complete this process within twelve months of the acquisition.
  (B) Includes $1.5 million for the fair value of an earn-out payment to the seller if the aggregate EBITDA in one of the portfolios acquired for any calendar years in which the third, fourth, fifth and/or sixth anniversary of the acquisition date occurs is equal to or in excess of an earn-out threshold, as defined within the agreement. The undiscounted earn-out payment is limited to $4.6 million, as per the agreement.
  (C) See Note 14.
  (D) Acquisition related costs are expensed as incurred and included within general and administrative expense on the consolidated statements of income.

Restructuring and Spin-off of Media Investments 

 

The following table summarizes the allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed at the date of acquisition, in accordance with the acquisition method of accounting:

         
    As of November 26, 2013  
Cash and cash equivalents   $ 22,368  
Property, plant and equipment     272,153  
Intangibles     146,019  
Goodwill     126,686  
Restricted cash     6,295  
Receivables and other assets     100,483  
Total assets acquired     674,004  
Less:        
Credit facilities     182,000  
Other liabilities     102,910  
Net assets acquired   $ 389,094

Restructuring of Golf Investment

The following table summarizes the allocation of the purchase price to the fair value of identifiable assets acquired and liabilities assumed at the date of acquisition, in accordance with the acquisition method of accounting:

         
    As of December 30, 2013  
Cash   $ 19,378    
Investments in other real estate     259,573    
Intangible assets     98,866    
Restricted cash     3,512    
Receivables and other assets     34,898    
Total assets acquired   $ 416,227    
Less:          
Credit facilities     228,832    
Other liabilities     184,529    
Noncontrolling interest     366    
Net assets acquired   $ 2,500