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Strawberry Fields REIT Inc

For the period ended Jun 30, 2024. Filed Aug 12, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 12, 2024

STRW$12.12-2.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-14.

0001493152-24-019017

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-06-30; filed 2024-08-12.

0001493152-24-031111

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 93 previous paragraphs and 108 current paragraphs.

64 unchanged; 24 reworded; 20 added; 4 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 4 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (20)

Current report

Rental revenues: The increase in Rental Revenues of $5.0 million or 20.4% is due to higher income from the purchase of additional properties, annual lease escalations, and lease renewals.

Current report

Depreciation and Amortization: The increase in depreciation and amortization of $1.2 million or 17.7% is primarily due to new properties and lease rights purchased since June 30, 2023 offset by lower depreciation from fully depreciated assets.

Current report

General and administrative expenses: The increase in general and administrative expenses of $1.1 million or 120.9% reflects higher amounts for legal, insurance, corporate salaries and expenses.

Current report

Interest expense, net: The increase in interest expense of $2.4 million or 45.1% is primarily due to an increase in the additional interest on a new loan from Popular Bank and a Series D Bonds issuance that occurred since 2Q 2023.

Current report

Miscellaneous expense: The decrease in miscellaneous expense of $1.0 million is a result of a fee paid in 2023 to an investment banking firm to cancel an agreement with respect to a proposed financing transaction.

Current report

Net Income: The increase in net income from $5.7 million during the second quarter of 2023, to $7.0 million income during the second quarter of 2024 is primarily a result of higher rental income in the second quarter of 2024 offset by higher depreciation and amortization expenses, higher general and administrative expenses, higher property taxes, and an increase in interest expense.

Current report

Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023:

Current report

Rental revenues: The increase in Rental revenue of $8.6 million or 17.6% is due to renegotiation of certain leases, acquisition of new properties, annual rent increases and renewal of leases.

Current report

Depreciation and Amortization: The increase in depreciation of $2.3 million or 16.8% is primarily purchases of new properties and lease rights offset by lower depreciation from fully depreciated assets.

Current report

General and administrative: The increase in general and administrative of $1.2 million or 51.0% is primarily a result of higher insurance, higher corporate salaries and other expenses.

Current report

Interest expense, net: The increase in interest expense of $5.3 million or 47.7% is primarily related to an increase in the additional interest on a new loan from Popular Bank and a Series D Bonds issuance that occurred since 2Q 2023

Current report

Miscellaneous Expense: The decrease in miscellaneous expense of $1.0 million is the result of a fee paid to an investment banking firm in connection with the cancellation of an agreement with respect to a proposed financing transaction.

Current report

Net Income: The increase in net income to $13.0 million in 2024 is primarily a result of higher rental income in 2024 offset by higher interest expenses, higher depreciation and amortization expenses, higher general and administrative expenses and the absence of a real estate impairment loss.

Current report

The Company incurred a non-recurring expense of $1.0 million in the second quarter of 2023 in connection the cancellation of a contract with an investment banking firm related to a proposed financing.

Current report

On July 12, 2024 the Company filed a Registration Statement on Form S-3 with the Securities and Exchange Commission (“SEC”).On August 1, 2024 the SEC declared the Registration Statement effective. In connection the Registration Statement the Company established an at-the-market equity program (the “ATM Program”). The ATM Program will allow the Company to issue and sell to the public from time to time, at the Company’s discretion, newly issued shares of common stock. The ATM Program is expected to provide the Company with additional financing flexibility and intends to use the net proceeds from the ATM Program to increase stock liquidity and facilitate growth.

Current report

On July 18, 2024 the Company entered into a purchase agreement for a property comprised of an 83-bed skilled nursing facility and 23 bed assisted living facility near Nashville, Tennessee. The acquisition is for $6.7 million. The Company expects to fund the acquisition by assuming existing debt on the facilities of $3.0 million and the balance of $3.7 million will be paid by the Company issuing common stock to the seller. The closing date of the transaction is expected before the end of third quarter in 2024.

Current report

On August 5, 2024, the Company issued 150 million NIS in Series A Bonds on the Tel Aviv stock exchange (“TASE”), which is approximately $38.0 million. The bonds are unsecured, were issued at par and have a fixed interest rate of 6.97%. Repayment of the bond principal will occur in three annual payments on September 30th of the years 2024, 2025 and 2026. 6% of the principal will be paid in the years 2024 and 2025, with the remaining 88% due in 2026. Interest payments will be due concurrent with the principal payments on September 30th of the years 2024, 2025 and 2026. In addition, the investors in Series D bond were offered to exchange their holdings with certificates of Series A bonds at a conversion rate of 1.06884 bond A for each certificate of bond D. The conversion window has not yet been closed and the conversion has not yet been completed.

Current report

On August 5, 2024 the Company entered into a purchase agreement for two skilled nursing facilities with 254 licensed beds near San Antonio, TX. The acquisition is for $15.25 million. The Company expects to fund the acquisition utilizing cash from the balance sheet. The closing date of the transaction is expected before the end of third quarter in 2024.
Removed paragraphs (4)

Previous report

Rental revenues: The increase in Rental Revenues of $3.6 million or 14.8% is primarily due to rental income received from the new Indiana and Texas master leases. These increases were offset by lower revenue from the Landmark master lease.

Previous report

Depreciation and Amortization: The increase in depreciation of $1.0 million or 15.5% relates to the depreciation associated with the August 2023 acquisition of the Indiana Facilities and which was offset by certain equipment and personal property having been fully depreciated between the quarters ended March 31, 2023, and March 31, 2024. The amortization increase is due to the February 2024 purchase of the new master lease for the properties included in the Indiana acquisition completed in August of 2023.

Previous report

Interest expense, net: The increase in interest expense of $2.9 million or 60.8% is primarily related to additional interest payments for Series D Bonds, a second commercial bank loan facility obtained in connection with the August 2023 acquisition of the Indiana Facilities and increases in the floating rate on the Company’s commercial bank loan facilities.

Previous report

*Net Income:*The increase in net income from $4.1 million during the quarter ended March 31, 2023 to $5.9 million for the three months ended March 31, 2024 is primarily due to increases in rental revenue (net of increase in real estate taxes) and the decline in real estate impairment losses offset by higher depreciation and interest expense.
Reworded paragraphs (24)

Previous wording

Strawberry Fields REIT, Inc. (the “Company”) is engaged in the ownership, acquisition, financing and triple-net leasing of skilled nursing facilities and other post-acute healthcare properties. Currently, our portfolio consists of 100 healthcare properties with an aggregate of 12,449 licensed beds. We hold fee title to 97 of these properties and hold three properties under long-term leases. These properties are located in Arkansas, Illinois, Indiana, Kentucky, Michigan, Ohio, Oklahoma, Tennessee and Texas. We generate substantially all our revenues by leasing our properties to tenants under long-term leases primarily on a triple-net basis, under which the tenant pays the cost of real estate taxes, insurance and other operating costs of the facility and capital expenditures. Each healthcare facility located at our properties is managed by a qualified operator with an experienced management team.

Current wording

Strawberry Fields REIT, Inc. (the “Company”) is engaged in the ownership, acquisition, financing and triple-net leasing of skilled nursing facilities and other post-acute healthcare properties. Currently, our portfolio consists of 101 healthcare properties with an aggregate of 12,527 licensed beds. We hold fee title to 98 of these properties and hold three properties under a long-term lease. These properties are located in Arkansas, Illinois, Indiana, Kentucky, Michigan, Ohio, Oklahoma, Tennessee and Texas. We generate substantially all our revenues by leasing our properties to tenants under long-term leases primarily on a triple-net basis, under which the tenant pays the cost of real estate taxes, insurance and other operating costs of the facility and capital expenditures. Each healthcare facility located at our properties is managed by a qualified operator with an experienced management team.

Previous wording

We are entitled to monthly rent paid by the tenants and we do not receive any income or bear any expenses from the operations of such facilities. As of March 31, 2024, the aggregate annualized average base rent under the leases for our properties was approximately $106.0 million.

Current wording

We are entitled to monthly rent paid by the tenants and we do not receive any income or bear any expenses from the operations of such facilities. As of June 30, 2024, the aggregate annualized average base rent under the leases for our properties was approximately $106.7 million.

Previous wording

We elected a REIT status for U.S. federal income tax purposes commencing with our taxable year ended December 31, 2022. We are organized in an UPREIT structure in which we own substantially all of our assets and conduct substantially all of our business through the Operating Partnership. We are the general partner of the Operating Partnership and as of the date of the report own approximately 12.6% of the outstanding OP units.

Current wording

We elected a REIT status for U.S. federal income tax purposes commencing with our taxable year ended December 31, 2022. We are organized in an UPREIT structure in which we own substantially all of our assets and conduct substantially all of our business through the Operating Partnership. We are the general partner of the Operating Partnership and as of the date of the report own approximately 13.3% of outstanding OP units.

Previous wording

On March 25, 2024 the Company entered into a purchase agreement for a property comprised of an 68-bed skilled nursing facility and 10 bed assisted living facility near Georgetown, Indiana. The acquisition is for $5.85 million and the Company expects to fund the acquisition utilizing cash from the balance sheet. The Company anticipates closing on this acquisition on June 1, 2024.

Current wording

On March 25, 2024 the Company entered into a purchase agreement for a property comprised of an 68-bed skilled nursing facility and 10 bed assisted living facility near Georgetown, Indiana. The Company closed on the property May 31, 2024 for $5.83 million in an all cash transaction.

Previous wording

On April 1, 2024 the Company renewed the IN Master lease (original expiration date July 31, 2025) for 10 years with two 5 years options and added to the lease one more entity that was not part of the original lease. The base rent for the first year is $15.5 million with 3% annual escalations.

Current wording

On April 1, 2024 the Company renewed the IN Master lease (original expiration date July 31, 2025) for 10 years with two 5 years options and added to the lease one more entity that was not part of the original lease. The base rent for the first year is $15.5 million with 3% annual escalations. On June 1, 2024 a second amendment was filed with this Master Lease to include the new property purchased in Georgetown, Indiana.

Previous wording

On April 30, 2024 the company sold a property 107 South Lincoln Street to The Village of Smithton, a municipality in Illinois. The building was sold to the municipality for $1. The Company paid $1.2M in related debt and closing fees for this transaction.

Current wording

On April 30, 2024 the company sold a property 107 South Lincoln Street to The Village of Smithton, a municipality in Illinois and paid off the existing mortgage. The building was sold to the municipality for $1. The Company paid $1.2 million in related debt and closing fees for this transaction.

Previous wording

(1)*Loss on real estate investment impairment:*In February 2023, one facility under one of our Southern Illinois master leases was closed. The closure was made at the request of the tenant and was mainly for efficiency reasons. This facility was leased under a master lease with two other facilities. The closure did not result in any reduction in the aggregate rent payable under the master lease, which was paid without interruption. As a result of the closure, the Company is seeking to sell the property. Since the facility is no longer licensed to operate as a skilled nursing facility, the Company wrote off its remaining book value.

Current wording

*Loss on real estate investment impairment:*In February 2023, one facility under one of our southern Illinois master leases was closed. The closure was made at the request of the tenant and was mainly for efficiency reasons. This facility was leased under a master lease with two other facilities. The closure did not result in any reduction in the aggregate rent payable under the master lease, which was paid without interruption. However, the closure did result in a write off of the remaining book value of the property and an impairment loss on the P&L. On April 30, 2024, the company sold the property to The Village of Smithton, a municipality in Illinois, and paid off the outstanding mortgage. The sale of the property did not result in any material P&L impact.

Previous wording

As of March 31, 2024, we had cash and cash equivalents and restricted cash and equivalents of $38.7 million. We also had the ability to offer an additional $111.3 million in Series C Bonds and an additional $55.1 million in Series D Bonds subject to compliance with covenants and market conditions.

Current wording

As of June 30, 2024, we had cash and cash equivalents and restricted cash and equivalents of $42.1 million. We also had the ability to offer an additional $168 million in Series C Bonds and an additional $120 million in Series D Bonds subject to compliance with covenants and market conditions.

Previous wording

We may utilize various types of debt to finance a portion of our acquisition activities, including long-term, fixed-rate mortgage loans, variable-rate term loans and secured revolving lines of credit. As of March 31, 2024, on a Condensed Consolidated basis, we had total indebtedness of approximately $560.3 million, consisting of $269.4 million in HUD guaranteed debt, $127.0 million in net Series C Bonds and Series D bonds outstanding and $163.9 million in commercial mortgages loans. Under our Bonds and our commercial mortgages loans, we are subject to continuing covenants. Future indebtedness that the Company may incur may contain similar provisions. In the event of a default, the lenders could accelerate the timing of payments under the debt obligations, and we may be required to repay such debt with capital from other sources, which may not be available on attractive terms, or at all, which would have a material adverse effect on our liquidity, financial condition, results of operations and ability to make distributions to our stockholders.

Current wording

We may utilize various types of debt to finance a portion of our acquisition activities, including long-term, fixed-rate mortgage loans, variable-rate term loans and secured revolving lines of credit. As of June 30, 2024, on a condensed consolidated basis, we had total indebtedness of approximately $555.0 million, consisting of $266.1 million in HUD guaranteed debt, $125.9 million in Series C Bonds and Series D Bonds outstanding and $163.0 million in commercial mortgages loans. Under our bonds and our commercial mortgages loans, we are subject to continuing covenants, and future indebtedness that we may incur may contain similar provisions. In the event of a default, the lenders could accelerate the timing of payments under the debt obligations, and we may be required to repay such debt with capital from other sources, which may not be available on attractive terms, or at all, which would have a material adverse effect on our liquidity, financial condition, results of operations and ability to make distributions to our stockholders.

Previous wording

Through 2028 we will be required to make four balloon payments under our debt, consisting of a payment of $51.9 million due under the Series C Bonds in 2026, a payment of $59.1 million due under the Series D Bonds in 2026, a payment of $86.1 million due under our commercial bank mortgage loan facility due in 2027 and a payment of $60.7 million due under our commercial bank mortgage loan facility due in 2028. We may also obtain additional financing that contains balloon payment obligations. These types of obligations may materially adversely affect us, including our cash flows, financial condition and ability to make distributions.

Current wording

Through 2028 there are four balloon payment obligations consisting of a payment of $50.8 million due under the Series C Bonds in 2026, a payment of $57.8 million due under the Series D Bonds in 2026, a payment of $86.1 million due under our commercial bank mortgage loan facility due in 2027, and a payment of $60.7 million due under our commercial bank mortgage loan facility due in 2028. We may also obtain additional financing that contains balloon payment obligations. These types of obligations may materially adversely affect us, including our cash flows, financial condition and ability to make distributions.

Previous wording

The Company believes that its overall level of indebtedness is appropriate for the Company’s business in light of its cash flow from operations and value of its properties and is generally typical for owners of multiple healthcare properties. The Company expects to generate sufficient positive cash flow from operations to meet its current debt service obligations and the distribution requirements for maintaining REIT status, and to be able to refinance its debt to the extent necessary to meet its balloon payment obligations.

Current wording

The Company believes that its overall level of indebtedness is appropriate for the Company’s business in light of its cash flow from operations and value of its properties and is generally typical for owners of multiple healthcare properties. The Company expects to generate sufficient positive cash flow from operations to meet its ongoing debt service obligations and the distribution requirements for maintaining REIT status.

Previous wording

Net cash provided by operating activities for the three months ended March 31, 2024, was $2.1 million. It was comprised of net earnings of $6.0 million and depreciation and amortization of $8.1 million, offset by a decrease in accounts payable and accrued liabilities and other liabilities of $8.1 million, an increase in other assets, and amortization of right of use assets. Net cash provided by operating activities for the three months ended March 31, 2023, was $10.0 million primarily consisted of net earnings of $4.1 million, depreciation and amortization of $7.0 million and a loss on real estate investment impairment of $2.5 million. These amounts were offset by a decrease in accounts payable and accrued liabilities and other liabilities of $3.8 million.

Current wording

Net cash provided by operating activities was $22.7 million for the six months ended June 30, 2024 and primarily consisted of net earnings of $13.0 million adjusted by depreciation and amortization of $16.3 million offset by an increase in assets of $3.4 million and a decrease in other accrued liabilities of $2.4 million. Net cash provided by operating activities was $25.6 million for the six months ended June 30, 2023 and primarily consisted of net earnings of $9.8 million adjusted by depreciation and amortization of $14.0 million and a loss on real estate impairment of $2.5 million.

Previous wording

Cash provided by investing activities for the three months ended March 31, 2024 mostly consists of an $18.0 million purchase of the replacement Indiana master lease. These properties were acquired in an acquisition completed in August of 2023. Cash used in investing activities for the three months ended March 31, 2023, was comprised of the acquisition of a new facility in Kentucky for $6.0 million and receipt of the principal payments on notes receivable.

Current wording

Cash used in investing activities for the six months ended June 30, 2024 was comprised of $23.3 million for the acquisition of the rights to the Indiana Master Lease 2 as well as the new facility in Georgetown, Indiana. This was offset by $0.6 million in principal payments on notes receivable. Cash used in investing activities for the six months ended June 30, 2023 was comprised of the acquisition of a new facility in Kentucky for $6.0 million offset by $1.6 million of principal payments on notes receivable.

Previous wording

Cash flows provided by financing activities for the three months ended March 31, 2024, were primarily comprised of $25.7 million proceeds from the issuance of Series D Bonds offset by $5.4 million for the distributions to non-controlling interest and the repayment of senior debt. Cash provided by financing activities for the three months ended March 31, 2023, were primarily comprised of a private placement of Series C Bonds which netted $10.4 million offset by non-controlling interest distributions and principal debt repayment.

Current wording

Cash provide by financing activities for the six months ended June 30, 2024 was comprised of proceeds from the issuance of Series D Bonds $25.7 million offset by Non-controlling interest distributions of $11.4 million, repayments of senior debt $7.1 million, dividend payments of $1.6 million and stock buybacks of $0.7 million. Cash provided by financing activities for the six months ended June 30, 2023 were primarily comprised of a private placement of Series C Bonds which netted $10.4 million, issuance of Series D Bonds which netted $22.3 million and a new HUD loan of $3.1 million. These amounts were offset by $8.4 million in principal debt payments, dividends paid to common shareholders of $1.4 million, a $10.0 million distribution to the non-controlling interest holders and repayment of non-controlling interest redemption liability of $15.8 million.

Previous wording

As of March 31, 2024, we had non-recourse mortgage loans of $269.4 million from third party lenders that were guaranteed by HUD.

Current wording

As of June 30, 2024, we had non-recourse mortgage loans of $266.1 million from third party lenders that were guaranteed by HUD.

Previous wording

On March 21, 2022, the Company closed a mortgage loan with a commercial bank pursuant to which the Company borrowed approximately $105 million. The loan agreement provides for monthly payments of principal based on a 20-year amortization with a balloon payment due in March 2027. The rate is based on the one-month Secured Overnight Financing Rate (“SOFR”) plus a margin of 3.5% and a floor of 4% (as of March 31, 2024, rate was 8.84%). As of March 31, 2024, and December 31, 2023, total outstanding principal amount was $97.9 million and $98.8 million, respectively. This loan is collateralized by 21 properties owned by the Company.

Current wording

On March 21, 2022, the Company closed a mortgage loan with a commercial bank pursuant to which the Company borrowed approximately $105 million. The loan agreement provides for monthly payments of principal and interest based on a 20-year amortization with a balloon payment due in March 2027. The rate is based on the one-month Secured Overnight Financing Rate (“SOFR”) plus a margin of 3.5% and a floor of 4% (as of the June 30, 2024 the rate was 8.83%). As of June 30, 2024 and December 31, 2023, total outstanding principal amount was $97.0 million and $98.8 million, respectively. This loan is collateralized by 21 properties owned by the Company.

Previous wording

On August 25, 2023, the Company closed a mortgage loan facility with a commercial bank pursuant to which the Company borrowed approximately $66 million. The facility is an interest only facility for the first 12 months and beginning in the second year monthly payments of principal and interest based on a 20-year amortization schedule with a balloon payment due in August 2028. The rate is based on the one-month Secured Overnight Financing Rate (“SOFR”) plus a margin of 3.5% and a floor of 4% (as of March 31, 2024, the rate was 8.84%). As of March 31, 2024, and December 31, 2023, total amounts outstanding were $66.0 million. This facility loan is collateralized by and was used for the acquisition of 19 properties (24 facilities). See note 4 of the financial statements included in Part I to this Form 10-Q.

Current wording

On August 25, 2023, the Company closed a mortgage loan facility with a commercial bank pursuant to which the Company borrowed approximately $66 million. The facility is an interest only facility for the first 12 months and beginning in the second year monthly payments of principal and interest based on a 20-year amortization schedule with a balloon payment due in August 2028. The rate is based on the one-month Secured Overnight Financing Rate (“SOFR”) plus a margin of 3.5% and a floor of 4% (as of June 30, 2024, the rate was 8.83%). As of June 30, 2024, and December 31, 2023, total amounts outstanding were $66.0 million. This facility loan is collateralized by and was used for the acquisition of 19 properties (24 facilities). See note 4 of the financial statements included in Part I to this Form 10-Q.

Previous wording

The loan agreements covenants consist of (i) a covenant that the ratio of the Company’s indebtedness to its EBITDA cannot exceed 8.0 to 1, (ii) a covenant that the ratio of the Company’s net operating income to its debt service before dividend distribution is at least 1.20 to 1.00 for each fiscal quarter as measured pursuant to the terms of the loan agreement, (iii) a covenant that the ratio of the Company’s net operating income to its debt service after dividend distribution is at least 1.05 to 1.00 for each fiscal quarter as measured pursuant to the terms of the loan agreement, and (iii) a covenant that the Company’s GAAP equity is at least $20.0 million. As of March 31, 2024, the Company was in compliance with the loan covenants.

Current wording

The loan agreement covenants consist of (i) a covenant that the ratio of the Company’s indebtedness to its EBITDA cannot exceed 8.0 to 1, (ii) a covenant that the ratio of the Company’s net operating income to its debt service before dividend distribution is at least 1.20 to 1.00 for each fiscal quarter as measured pursuant to the terms of the loan agreement, (iii) a covenant that the ratio of the Company’s net operating income to its debt service after dividend distribution is at least 1.05 to 1.00 for each fiscal quarter as measured pursuant to the terms of the loan agreement, and (iii) a covenant that the Company’s GAAP equity is at least $20.0 million. As of June 30, 2024, the Company was in compliance with the loan covenants.

Previous wording

In July 2021, the Company completed an initial offering of Series C Bonds with a par value of NIS 208.0 million ($64.7 million). The Series C Bonds were issued at par. During February 2023, the BVI Company issued additional Series C Bonds in the face amount of NIS 40.0 million ($11.3 million) and raised a net amount of NIS 38.1 million ($10.7 million). These Series C Bonds were issued at a price of 95.25%. The Series C Bonds interest rate is 5.7% at March 31, 2024.

Current wording

In July 2021, the Company completed an initial offering of Series C Bonds with a par value of NIS 208.0 million ($64.7 million). The Series C Bonds were issued at par. During February 2023, the BVI Company issued additional Series C Bonds in the face amount of NIS 40.0 million ($11.2 million) and raised a net amount of NIS 38.1 million ($10.7 million). These Series C Bonds were issued at a price of 95.25%. The Series C Bonds interest rate is 5.7% at June 30, 2024.

Previous wording

As of March 31, 2024, the outstanding principal amount of the Series C Bonds was NIS 220.5 million ($59.9 million).

Current wording

As of June 30, 2024, the outstanding principal amount of the Series C Bonds was NIS 270.5 million ($58.7 million).

Previous wording

As of March 31, 2024, the outstanding principal amount of the Series D Bonds was NIS 247.0 million ($67.1 million).

Current wording

As of June 30, 2024, the outstanding principal amount of the Series D Bonds was NIS 247.0 million ($65.7 million).

Previous wording

The following table reconciles our calculations of FFO and AFFO for the three months ended March 31, 2024 and 2023, to net income the most directly comparable GAAP financial measure, for the same periods:

Current wording

The following table reconciles our calculations of FFO and AFFO for the six and three months ended June 30, 2024 and 2023, to net income the most directly comparable GAAP financial measure, for the same periods:

Previous wording

Our condensed consolidated financial statements included in Item 1 of this Quarterly Report on Form 10-Q have been prepared in accordance with GAAP for interim financial information set forth in the Accounting Standards Codification, as published by the Financial Accounting Standards Board. GAAP requires us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base these estimates on our experience and assumptions we believe to be reasonable under the circumstances. However, if our judgment or interpretation of the facts and circumstances relating to various transactions or other matters had been different, we may have applied a different accounting treatment, resulting in a different presentation of our financial statements. We periodically reevaluate our estimates and assumptions, and in the event they prove to be different from actual results, we make adjustments in subsequent periods to reflect more current estimates and assumptions about matters that are inherently uncertain. Please refer to “Critical Accounting Policies and Estimates” in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of our 2023 Annual Report on 10-K filed on March 19, 2024, for further information regarding the critical accounting policies that affect our more significant estimates and judgments used in the preparation of our Condensed Consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q. There have been no material changes in such critical accounting policies during the three months ended March 31, 2024.

Current wording

Our condensed consolidated financial statements included in Item 1 of this Quarterly Report on Form 10-Q have been prepared in accordance with GAAP for interim financial information set forth in the Accounting Standards Codification, as published by the Financial Accounting Standards Board. GAAP requires us to make estimates and assumptions regarding future events that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We base these estimates on our experience and assumptions we believe to be reasonable under the circumstances. However, if our judgment or interpretation of the facts and circumstances relating to various transactions or other matters had been different, we may have applied a different accounting treatment, resulting in a different presentation of our financial statements. We periodically reevaluate our estimates and assumptions, and in the event they prove to be different from actual results, we make adjustments in subsequent periods to reflect more current estimates and assumptions about matters that are inherently uncertain. Please refer to “Critical Accounting Policies and Estimates” in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of our 2023 Annual Report on 10-K filed on March 19, 2024 for further information regarding the critical accounting policies that affect our more significant estimates and judgments used in the preparation of our condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q. There have been no material changes in such critical accounting policies during the six months ended June 30, 2024.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

*Loss on real estate investment impairment:*In February 2023, one facility under one of our Southern Illinois master leases was closed. The closure was made at the request of the tenant and was mainly for efficiency reasons. This facility was leased under a master lease with two other facilities. The closure did not result in any reduction in the rent received under the master lease, which has been paid without interruption. As a result of the closure, the Company is seeking to sell the property. Since the facility is no longer licensed to operate as a skilled nursing facility, the Company wrote off its remaining book value.