Sabra, CCP merger finally approved, will create 564-facility company

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Richard Matros, chairman and CEO of Sabra
Richard Matros, chairman and CEO of Sabra

Shareholders of Sabra Health Care REIT and Care Capital Properties have voted to give the green light to a deal that will combine the two into one real estate investment trust, the companies announced this week.

The merger, which was first announced in May, creates a “premier” REIT helmed by Sabra's management team, with a pro forma total market capitalization of $7.4 billion and a total of 564 investments across 43 states.

SNFs will represent 73% of the portfolio; senior housing 19%; and hospitals 8%, according to presentation from Sabra in June. Thirty-six percent will be private-pay.

Following the shareholder votes Tuesday, the transaction was slated to close on Thursday, the companies said.

Some Sabra investors fought back against the deal last month, expressing concerns about its price tag, stock impact and strategic purpose. Rick Matros, CEO of Sabra and the new REIT, told McKnight's the shareholders who pushed back against the merger “knew nothing about the business” nor “the fundamentals of either skilled nursing or senior housing.”

“I think that their agenda was transparent, and I think I know that's why we got a pretty decisive victory here, because our shareholders saw through that,” Matros said. “We talk to them regularly. They get the strategy. And so, obviously, it created a lot of angst and a lot of noise in the stock, and it certainly wound up taking a lot more of my time because of that. But at the end of the day, they [critics] had nothing else to offer.”

Matros said the CCP deal is unlikely to impact providers' operations, although there is an opportunity to “bring some value-add as we've done through our existing operating partners.” Benefits could come through group purchasing, best practices and capital assistance, among other areas, he noted.

“I spent 30 years on the operating side before Sabra ... so we've been able to do some things in terms of referring services that positively impacted costs for our operating partners,” said Matros, who once led Sun Healthcare. “But other than that, we're a REIT, so it's their show to run.”

Sabra will also be acquiring more assisted living, memory care and independent living properties as it continues to diversify its asset base following the merger, Matros said.