Item 2.01Completion of Acquisition or Disposition of Assets.
On August 28, 2019, Regional Health Properties, Inc. (the “Company”), through certain of its wholly owned subsidiaries (collectively, “Seller”), sold the 100-bed skilled nursing facility commonly known as Northwest Nursing Center located in Oklahoma City, Oklahoma (the “Northwest Facility”), together with substantially all of the fixtures, equipment, furniture, leases and other assets relating to the Northwest Facility, to affiliates of MED Healthcare Partners LLC (collectively, “Buyer”), pursuant to that certain Purchase and Sale Agreement, dated April 15, 2019, as subsequently amended from time to time (the “PSA”), between Seller and Buyer. In connection with the sale, Buyer paid to the Company a cash purchase price for the Northwest Facility equal to $2.4 million, and the Company incurred approximately $0.1 million for a building improvement credit and sales commission expenses.
The PSA provided for the sale of four skilled nursing facilities (collectively, the “Facilities”), together with substantially all of the fixtures, equipment, furniture, leases and other assets relating to such Facilities (the “Asset Sale”). As previously disclosed, on August 1, 2019, the Company completed the sale of the following three Facilities pursuant to the PSA: (i) 182-bed skilled nursing facility commonly known as Attalla Health & Rehab located in Attalla, Alabama; (ii) 100-bed skilled nursing facility commonly known as Healthcare at College Park located in College Park, Georgia; and (iii) 118-bed skilled nursing facility commonly known as Quail Creek Nursing Home located in Oklahoma City, Oklahoma.
In connection with the Asset Sale: (i) Buyer paid to the Company a cash purchase price for the Facilities equal to $28.5 million in the aggregate; and (ii) the Company incurred approximately (a) $0.4 million in sales commission expenses; (b) $0.1 million for a building improvement credit; and (c) transferred approximately $0.1 million in lease security deposits to Buyer.
On August 1, 2019, the Company used a portion of the proceeds from the Asset Sale to repay approximately $21.3 million to Pinecone Realty Partners II, LLC to extinguish all indebtedness owed by the Company under a loan agreement, dated February 15, 2018, as amended from time to time, and to repay approximately $3.8 million to Congressional Bank to extinguish all indebtedness owed by the Company under a term loan agreement, dated September 27, 2013, as amended from time to time, between the Company and Congressional Bank.
For further information, see Note 10 – Discontinued Operations and Dispositions and Note 15 – Subsequent Events, Notes to the Company’s Quarterly Report on consolidated financial statements located in Part I, Item 1, “Financial Statements (unaudited)” in our Form 10-Q filed with the Securities and Exchange Commission on August 14, 2019, which description is incorporated by reference into this Item 2.01 of this Current Report on Form 8-K.