| FORM 10-Q |
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| SECURITIES AND EXCHANGE COMMISSION |
| WASHINGTON, D.C. 20549 |
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Quarterly Report Under Section 13 of 15(d) |
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of the Securities Exchange Act of 1934 |
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| For quarter ended March 31, 2004 |
Commission file number 33-41863 |
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NATIONAL HEALTH INVESTORS, INC. |
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(Exact name of registrant as specified in its Charter) |
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| Maryland |
62-1470956 |
| (State or other jurisdiction of |
(I.R.S. Employer |
| incorporation or organization) |
Identification No.) |
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| 100 Vine Street |
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| Murfreesboro, TN |
37130 |
| (Address of principal |
(Zip Code) |
| executive offices) |
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| Registrant's telephone number, including area code (615) 890-9100 |
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| Indicate by check mark whether the registrant |
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| (1) Has filed all reports required to be filed by Section 13 or 15(d), of the Securities |
| Exchange Act of 1934 during the preceding 12 months. |
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Yes x |
No |
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| (2) Has been subject to such filing requirements for the past 90 days. |
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Yes x |
No |
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| Indicate by check mark whether the registrant is an accelerated filer. Yes x No |
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| 27,483,325 shares of common stock were outstanding as of April 30, 2004. |
| PART I. FINANCIAL INFORMATION |
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| Item 1. Financial Statements. |
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| NATIONAL HEALTH INVESTORS, INC. |
| INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS |
| (in thousands, except share and per share amounts) |
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March 31, |
December 31, |
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2004 |
2003 |
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(unaudited) |
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| ASSETS |
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| Real estate properties: |
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| Land |
$ 33,600 |
$ 33,600 |
| Buildings and improvements |
366,388 |
366,215 |
| Construction in progress |
679 |
588 |
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400,667 |
400,403 |
| Less accumulated depreciation |
(114,504) |
(110,938) |
| Real estate properties, net |
286,163 |
289,465 |
| Mortgage and other notes receivable, net |
143,556 |
149,892 |
| Investment in preferred stock |
38,132 |
38,132 |
| Investment in real estate mortgage investment conduits |
16,407 |
16,043 |
| Cash and cash equivalents |
102,212 |
93,687 |
| Marketable securities |
22,611 |
26,835 |
| Accounts receivable |
4,562 |
4,309 |
| Deferred costs and other assets |
8,594 |
6,003 |
| Total Assets |
$622,237 |
$624,366 |
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| LIABILITIES |
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| Unsecured public notes |
$100,000 |
$100,000 |
| Debt |
57,304 |
62,100 |
| Convertible subordinated debentures |
1,210 |
1,351 |
| Accounts payable and other accrued expenses |
32,736 |
30,882 |
| Accrued interest |
1,565 |
3,409 |
| Dividends payable |
11,386 |
13,385 |
| Deferred income |
3,525 |
3,595 |
| Total Liabilities |
207,726 |
214,722 |
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| Commitments and guarantees |
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| STOCKHOLDERS' EQUITY |
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| Cumulative convertible preferred stock, |
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| $.01 par value; 10,000,000 shares authorized, 747,994 |
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| shares, issued and outstanding, stated at |
| liquidation preference of $25 per share |
18,700 |
18,700 |
| Common stock, $.01 par value; 40,000,000 shares authorized; 26,790,263 |
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| and 26,770,123 shares, respectively, issued and outstanding |
267 |
267 |
| Capital in excess of par value of common stock |
441,319 |
441,178 |
| Cumulative net income |
515,856 |
502,421 |
| Cumulative dividends |
(575,464) |
(563,681) |
| Unrealized gains on marketable securities |
13,833 |
10,759 |
| Total Stockholders' Equity |
414,511 |
409,644 |
| Total Liabilities and Stockholders' Equity |
$622,237 |
$624,366 |
The accompanying notes to interim condensed consolidated financial statements are an integral part of these financial statements.
The interim condensed balance sheet at December 31, 2003 is taken from the audited financial statements at that date.
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NATIONAL HEALTH INVESTORS, INC. |
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INTERIM CONDENSED CONSOLIDATED STATEMENTS OF INCOME |
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(Unaudited) |
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Three Months Ended |
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March 31 |
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2004 |
2003 |
| REVENUES: |
(in thousands, except share
and per share amounts) |
| Mortgage interest income |
$ 4,851 |
$ 5,543 |
| Rental income |
12,213 |
13,357 |
| Investment interest and other income |
2,133 |
1,644 |
| Facility operating revenue |
20,400 |
19,121 |
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39,597 |
39,665 |
| EXPENSES: |
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| Interest |
3,120 |
3,988 |
| Depreciation |
3,538 |
3,773 |
| Amortization of loan costs |
37 |
183 |
| Legal expense |
149 |
(81) |
| Franchise and excise tax |
70 |
396 |
| General and administrative |
856 |
714 |
| Loan and security (recoveries) losses |
(1,989) |
1,500 |
| Facility operating expense |
20,202 |
18,662 |
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25,983 |
29,135 |
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| INCOME FROM CONTINUING OPERATIONS |
13,614 |
10,530 |
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| Discontinued Operations |
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| Operating loss - discontinued |
(179) |
(342) |
| Gain on sale of real estate |
-- |
1,932 |
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(179) |
1,590 |
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| NET INCOME |
13,435 |
12,120 |
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| DIVIDENDS TO PREFERRED STOCKHOLDERS |
397 |
397 |
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| NET INCOME APPLICABLE TO COMMON STOCK |
$13,038 |
$ 11,723 |
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| INCOME FROM CONTINUING OPERATIONS PER COMMON SHARE: |
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| Basic |
$ .49 |
$ .38 |
| Diluted |
$ .49 |
$ .37 |
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| DISCONTINUED OPERATIONS PER COMMON SHARE: |
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| Basic |
$ .00 |
$ .06 |
| Diluted |
$ (.01) |
$ .06 |
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| NET INCOME PER COMMON SHARE: |
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| Basic |
$ .49 |
$ .44 |
| Diluted |
$ .48 |
$ .43 |
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| WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: |
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| Basic |
26,782,468 |
26,688,984 |
| Diluted |
27,071,585 |
26,944,523 |
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| Common dividends per share declared |
$ .425 |
$ .40 |
The accompanying notes to interim condensed consolidated financial statements are an integral part of these financial
statements.
| NATIONAL HEALTH INVESTORS, INC. |
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| INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
| (Unaudited) |
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Three Months Ended |
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March 31 |
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2004 |
2003 |
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(in thousands) |
| CASH FLOWS FROM OPERATING ACTIVITIES: |
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| Net income |
$ 13,435 |
$ 12,120 |
| Depreciation |
3,567 |
3,888 |
| Loan and security (recoveries) losses |
(1,989) |
1,500 |
| Gain on sale of real estate |
-- |
(1,932) |
| Amortization of loan costs |
37 |
183 |
| Realized gain on sale of marketable securities |
(668) |
-- |
| Amortization of bond discount |
(8) |
(8) |
| Amortization of REMIC discount |
(709) |
-- |
| Amortization of deferred income |
(70) |
(394) |
| Increase in accounts receivable |
(253) |
(1,283) |
| Increase in deferred costs and other assets |
(2,628) |
(1,642) |
| Increase (decrease) in accounts payable and accrued liabilities |
1,854 |
(1,132) |
| Decrease in accrued interest payable |
(1,844) |
(3,004) |
| NET CASH PROVIDED BY OPERATING ACTIVITIES |
10,724 |
8,296 |
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| CASH FLOWS FROM INVESTING ACTIVITIES: |
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| Investment in mortgage notes |
-- |
(1,681) |
| Collection of mortgage and other notes receivable |
5,888 |
7,793 |
| Disposition of mortgage notes receivable |
1,750 |
-- |
| Collection of real estate mortgage investment conduits |
345 |
-- |
| Acquisition of property and equipment, net |
(265) |
(239) |
| Disposition of property and equipment, net |
--- |
4,045 |
| Decrease in marketable securities, net |
8,661 |
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| NET CASH PROVIDED BY INVESTING ACTIVITIES |
16,379 |
9,918 |
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| CASH FLOWS FROM FINANCING ACTIVITIES: |
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| Proceeds from debt |
-- |
6,215 |
| Principal payments on debt |
(4,796) |
(1,372) |
| Redemption of subordinated convertible debentures |
-- |
(39,917) |
| Dividends paid to shareholders |
(13,782) |
(9,737) |
| NET CASH USED IN FINANCING ACTIVITIES |
(18,578) |
(44,811) |
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| INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
8,525 |
(26,597) |
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD |
93,687 |
43,062 |
| CASH AND CASH EQUIVALENTS, END OF PERIOD |
$102,212 |
$ 16,465 |
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(continued)
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NATIONAL HEALTH INVESTORS, INC. |
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| INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
| (unaudited) |
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Three Months Ended |
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March 31 |
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2004 |
2003 |
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(in thousands) |
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| Supplemental Information: |
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| Cash payments for interest expense |
$ 3,779 |
$ 5,181 |
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| During the three months ended March 31, 2004 and 2003, $141,000 and |
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| $145,000 of Senior Subordinated Convertible Debentures were con- |
| verted into 20,140 and 20,710 shares of NHI's common stock: |
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| Senior subordinated convertible debentures |
$ (141) |
$ (145) |
| Financing costs |
-- |
1 |
| Accrued interest |
-- |
(2) |
| Common stock |
-- |
-- |
| Capital in excess of par |
141 |
146 |
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| During the three months ended March 31, 2003, NHI acquired |
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| property in exchange for its rights under mortgage notes receivable: |
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| Mortgage notes receivable |
$ -- |
$ 13,069 |
| Land |
-- |
(1,096) |
| Buildings and improvements |
-- |
(11,973) |
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The accompanying notes to interim condensed consolidated financial statements are an integral part of these financial
statements.
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NATIONAL HEALTH INVESTORS, INC. |
| INTERIM CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY |
| FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003 |
| ( in thousands, except share and per share amounts) |
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Cumulative Convertible |
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Unrealized |
Total |
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Preferred Stock |
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Capital in |
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Gains |
Stock- |
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Shares |
Amount |
Common Stock |
Excess of |
Cumulative |
Cumulative |
(losses) on |
holders' |
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at $25 per Share |
Shares |
Amount |
Par Value |
Net Income |
Dividends |
Securities |
Equity |
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| BALANCE AT 12/31/03 |
747,994 |
$18,700 |
26,770,123 |
$267 |
$441,178 |
$502,421 |
$(563,681) |
$ 10,759 |
$409,644 |
| Net income |
--- |
--- |
--- |
--- |
--- |
13,435 |
--- |
--- |
13,435 |
| Unrealized gains on securities |
--- |
--- |
--- |
--- |
--- |
--- |
--- |
3,074 |
3,074 |
| Total Comprehensive Income |
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16,509 |
| Shares issued in conversion of convertible |
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| debentures to common stock |
--- |
--- |
20,140 |
-- |
141 |
--- |
--- |
--- |
141 |
| Dividends to common stockholders |
--- |
--- |
--- |
--- |
--- |
--- |
(11,386) |
--- |
(11,386) |
| Dividends to preferred stockholders |
--- |
--- |
--- |
--- |
--- |
--- |
(397) |
--- |
(397) |
| BALANCE AT 3/31/04 |
747,994 |
$18,700 |
26,790,263 |
$267 |
$441,319 |
$515,856 |
$(575,464) |
$ 13,833 |
$414,511 |
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| BALANCE AT 12/31/02 |
747,994 |
$18,700 |
26,682,994 |
$266 |
$440,360 |
$458,613 |
$(516,632) |
$ (878) |
$400,429 |
| Net income |
--- |
--- |
--- |
--- |
--- |
12,120 |
--- |
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12,120 |
| Unrealized losses on securities |
--- |
--- |
--- |
--- |
--- |
--- |
--- |
(296) |
(296) |
| Total Comprehensive Income |
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11,824 |
| Shares issued in conversion of convertible |
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| debentures to common stock |
--- |
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20,710 |
--- |
146 |
--- |
--- |
--- |
146 |
| Dividends to common stockholders |
--- |
--- |
--- |
--- |
--- |
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(10,682) |
--- |
(10,682) |
| Dividends to preferred stockholders |
--- |
--- |
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