-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Kxy9aYe2PZ5k379bMsz37U7GLeksKZjvU89WMRIZ0b9nh5kE99slsBbJIPm5pe1R dvLuB+leyeGJauEH3goWHA== 0000877860-03-000082.txt : 20031021 0000877860-03-000082.hdr.sgml : 20031021 20031021095329 ACCESSION NUMBER: 0000877860-03-000082 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031021 ITEM INFORMATION: FILED AS OF DATE: 20031021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL HEALTH INVESTORS INC CENTRAL INDEX KEY: 0000877860 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 621470956 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10822 FILM NUMBER: 03948977 BUSINESS ADDRESS: STREET 1: 100 VINE ST STE 1400 STREET 2: CITY CENTER CITY: MURFREESBORO STATE: TN ZIP: 37130 BUSINESS PHONE: 6158909100 MAIL ADDRESS: STREET 1: P.O. BOX 1102 CITY: MURFREESBORO STATE: TN ZIP: 37133 8-K 1 i920038k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 21, 2003 (October 21, 2003)

National Health Investors, Inc.

(Exact name of Registrant as specified in its charter)

Maryland

(State or Other Jurisdiction of Incorporation)

333-41863

62-1470956

(Commission File No.)

(IRS Employer

Identification Number)

100 Vine Street, Suite 1202

Murfreesboro, TN 37130

(Address of principal executive offices, including zip code)

(615) 890-9100

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)





Item 12. Results of Operations and Financial Condition

On October 21, 2003, National Health Investors, Inc. made its third quarter earnings announcement. A copy of the press release is furnished as an exhibit to this Form 8-K and is incorporated herein by reference.



SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



National Health Investors, Inc.
By: /s/ W. Andrew Adams
Name: W. Andrew Adams
Title: Chief Executive Officer
By:/s/ Donald K. Daniel
Name: Donald K. Daniel
Title: Principal Accounting Officer
Date: October 21, 2003




Exhibit Index



Number Exhibit
99 Press release, dated October 21, 2003.




EXHIBIT 99

For Release: October 21, 2003

Contact: Gerald Coggin, VP of Investor Relations

Phone: (615) 890-9100

NHI reports third quarter income

MURFREESBORO, Tenn. -- National Health Investors, Inc., (NYSE: NHI and NHIPr) announced funds from operations ("FFO") from continuing operations for the third quarter ended Sept. 30, of $15,287,000 or 57 cents per diluted share of common stock compared to $15,942,000 or 58 cents per share in 2002.

For the nine months ended Sept. 30, FFO from continuing operations was $43,884,000 or $1.63 per diluted share of common stock compared to $40,908,000 or $1.52 per share in 2002.

Income from continuing operations for the third quarter ended Sept. 30 was $11,904,000 or 43 cents per diluted share of common stock compared to $12,022,000 or 43 cents per diluted share of common stock for the same period in 2002.

Income from continuing operations for the nine months ended Sept. 30 was $33,697,000 or $1.21 per diluted share of common stock compared to $30,302,000 or $1.09 per diluted share of common stock for the same period in 2002.

Net income for the three months and nine months ended Sept. 30, were $11,055,000 and $33,991,000, respectively, versus $13,270,000 and $35,679,000, respectively, for 2002.

Income during the quarter ended Sept. 30, 2003 included additional rental income of $4,076,000 and additional investment income of $176,000 from a settlement with Marriott International on four Brighton Gardens assisted living facilities and a realty loss of $5,400,000 to reflect the lower rent expected on one of these facilities. Additionally, NHI recorded a $397,000 loss on the sale of two skilled nursing facilities in Washington state. Finally, additional rental income of $1,545,000 and additional investment income of $268,000 were recorded from leases of certain assisted living facilities to Alterra and other previous owners and operators. The effect of these items was income in the net amount of $266,000 or one cent per basic share. For the third quarter of the prior year 2002, similar income was reported in the net amount of $1,444,000 or 5 cents per basic share.

National Health Investors, Inc. is a long-term health care real estate investment trust that specializes in the financing of health care real estate by first mortgage and by purchase and leaseback transactions. The common and preferred stocks of the company trade on the New York Stock Exchange with the symbols NHI and NHIPr, respectively. Additional information including NHI's most recent press releases may be obtained on NHI's web site at www.nhinvestors.com.

Statements in this press release that are not historical facts are forward-looking statements. NHI cautions investors that any forward-looking statements made involve risks and uncertainties and are not guarantees of future performance. All forward-looking statements represent NHI's judgment as of the date of this release.

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Page 2 NHI's Third Quarter Results

Condensed Statements of Income
(in thousands, except share and per Three Months Ended Nine Months Ended Sept.
2003 2002 2003 2002
Revenues:
Mortgage interest income $ 4,647 $ 11,078 $ 14,895 $ 24,966
Rental income 17,872 12,187 44,309 36,047
Investment income 1,786 2,311 4,587 5,015
Facility operating revenues 19,982 18,673 58,937 55,047
44,287 44,249 122,728 121,075
Expenses:
Interest 3,437 4,152 10,601 12,980
Depreciation of real estate 3,743 3,869 11,264 11,543
Amortization of loan cost 37 44 260 610
Legal expense 258 198 443 500
Franchise and excise tax 65 128 528 363
General and administrative 681 735 2,113 1,526
Loan and realty losses 5,400 5,000 6,900 9,500
Facility operating expenses 18,762 18,101 56,922 53,751
32,383 32,227 89,031 90,773
Income from continuing operations 11,904 12,022 33,697 30,302
Discontinued operations
Operating income (loss)- (452) (48) (1,241) 294
Gain (loss) on sale of real estate (397) 1,296 1,535 5,083
(849) 1,248 294 5,377
Net Income 11,055 13,270 33,991 35,679
Dividends to preferred stockholders 397 397 1,192 1,192
Net income applicable to common $ 10,658 $ 12,873 $ 32,799 $ 34,487
Income from continuing operations per common share:
Basic $ .43 $ .44 $ 1.22 $ 1.10
Diluted $ .43 $ .43 $ 1.21 $ 1.09
Discontinued operations per common
Basic $ (.03) $ .04 $ .01 $ .21
Diluted $ (.03) $ .05 $ .01 $ .20
Net income per common share:
Basic $ .40 $ .48 $ 1.23 $ 1.31
Diluted $ .40 $ .48 $ 1.22 $ 1.29
Funds from operations
Basic $ 15,250 $ 15,494 $ 43,769 $ 40,653
Diluted $ 15,287 $ 15,942 $ 43,884 $ 40,908
Funds from operations per common
Basic $ .57 $ .58 $ 1.64 $ 1.54
Diluted $ .57 $ .58 $ 1.63 $ 1.52
Weighted average common shares
Basic 26,739,985 26,609,104 26,716,41 26,387,251
Diluted shares for net income 26,999,079 26,924,608 26,973,34 26,921,074
Diluted shares for FFO purposes 26,999,079 27,601,526 26,973,34 26,921,074
Dividends per common share $ .40 $ .35 $ 1.20 $ 1.05
Balance Sheet Data
(in thousands) Sept. 30 December
2003 2002
Real estate properties, net $ 293,817 $ 304,394
Mortgages receivable, net 169,294 201,236
Preferred stock investments 38,132 38,132
REMIC investments 36,366 36,366
Cash and marketable securities 71,463 58,825
Debt 168,202 161,763
Convertible debt 1,414 41,633
Stockholders' equity 408,517 400,429

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Page 3 NHI's third quarter results





Reconciliation of Funds From Operations (1)



The following table reconciles net income applicable to common stockholders to funds from operations applicable to common stockholders:



(in thousands, except share and per share amounts)

Three Months Ended Nine Months Ended Sept.
2003 2002 2003 2002
Net income applicable to common $ 10,658 $ 12,873 $ 32,799 $ 34,487
Adjustments:
Real estate depreciation 3,743 3,869 11,264 11,543
Other Items:
Discontinued operations:
Operating (Income) loss - 452 48 1,241 (294)
(Gain) loss on sale of real 397 (1,296) (1,535) (5,083)
Basic funds from operations applicable to
common stockholders 15,250 15,494 43,769 40,653
Dividends to preferred stockholders --- 397 --- ---
Interest on convertible subordinated 37 51 115 255
Diluted funds from operations applicable
common stockholders $ 15,287 $ 15,942 $ 43,884 $ 40,.908
Basic funds from operations per share $ .57 $ .58 $ 1.64 $ 1.54
Diluted funds from operations per share $ .57 $ .58 $ 1.63 $ 1.52
Shares for basic funds from operations 26,739,98 26,609,10 26,716,41 26,387,25
Shares for diluted funds from operations per 26,999,07 27,601,52 26,973,34 26,921,07




(1) We believe that funds from operations is an important supplemental measure of operating performance. We, therefore, disclose funds from operations, although it is a measurement that is not defined by accounting principles generally accepted in the United States. We generally use the National Association of Real Estate Investment Trusts (NAREIT) measure of funds from operations. We define funds from operations as income before extraordinary items adjusted for certain non-cash items, primarily real estate depreciation, less gains/losses on sales of facilities. Our measure may not be comparable to similarly titled measures used by other REITs. Consequently, our funds from operations may not provide a meaningful measure of our performance as compared to that of other REITs. Funds from operations does not represent cash generated from operating activities as defined by accounting principles generally accepted in the United States (funds from operations does not include changes in operating assets and liabilities) and, therefore, should not be considered as an alternative to net income as the primary indicator of operating performance or to cash flow as a measure of liquidity.

















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Page 4 NHI's third quarter results



National Health Investors, Inc. Portfolio Summary September 30, 2003

Investment
Portfolio Statistics Properties Investment Percentage
Equity Ownership 94 $ 293,217,000 59%
Mortgage Loan Receivables 87 201,067,000 41%
Total Real Estate Portfolio 181 $ 494,284,000 100%
Equity Ownership Properties Beds Investments
Nursing Homes 68 9,142 $ 188,895,000
Assisted Living 16 1,350 73,270,000
Medical Office Buildings 4 124,427 sq.ft 11,463,000
Retirement Homes 5 471 11,512,000
Hospitals 1 55 8,077,000
94 $ 293,217,000
Mortgage Loan Receivables Properties Beds Investments
Nursing Homes 53 5,872 $ 151,644,000
Assisted Living 2 156 6,204,000
Retirement Homes 1 60 2,298,000
Developmentally Disabled 17 108 4,555,000
73 $ 164,701,000
Remic 14 1,971 30,020,000
Remic II Investment 2,313 6,346,000
Total Mortgage Portfolio 87 $ 201,067,000
Summary of Facilities by Type: Percentage of Total
Properties Total Dollars Dollars
Nursing Homes 135 76.25% $ 376,905,000
Assisted Living 18 16.08% 79,474,000
Medical Office Buildings 4 2.32% 11,463,000
Retirement Homes 6 2.79% 13,810,000
Hospitals 1 1.63% 8,077,000
Developmentally Disabled 17 0.92% 4,555,000
181 100.00% $ 494,284,000



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Page 5 NHI's third quarter results





Portfolio by Operator Type
# of Percentage of Total
Properties Total Dollars Dollars
Public 101 45.70% $ 225,906,000
Regional 66 45.24% 223,638,000
Small Operator 14 9.05% 44,740,000
181 100.00% $ 494,284,000












Public Operators:
Percentage
Of Total Dollar
Portfolio Amount
National HealthCare Corp. 12.47% $ 61,617,000
Integrated Health Services 8.31% 41,083,000
ElderTrust of Florida 5.62% 27,758,000
National Health Investors, Inc. 4.64% 22,931,000
Mariner Post Acute Network 3.41% 16,860,000
Community Health Systems, Inc. 3.00% 14,833,000
Sunrise Senior Living Services 2.88% 14,237,000
Sun Healthcare 1.93% 9,531,000
Midwest Nursing Home Investors, L.L.C. 1.28% 6,324,000
HCA - The Healthcare Company 0.95% 4,707,000
Res-Care, Inc. 0.92% 4,555,000
Centennial HealthCare Corp. 0.08% 382,000
45.48% $ 224,818,000










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Page 6 NHI's third quarter results

LTC Acute MOB Dev Asst. Retire- Total Current Percent of
1. Florida 25 1 14 7 47 $ 138,661,000 28.05%
2. Texas 28 2 1 1 32 100,297,000 20.29%
3. Tennessee 21 3 3 2 29 40,414,000 8.18%
4. Missouri 9 1 10 27,562,000 5.58%
5. New Jersey 2 1 3 27,038,000 5.47%
6. Arizona 1 4 5 19,690,000 3.98%
7. Virginia 7 7 19,596,000 3.96%
8. New Hampshire 3 1 4 17,734,000 3.59%
9. Georgia 7 7 17,104,000 3.46%
10. Kansas 7 7 13,036,000 2.64%
11. Massachusetts 4 4 12,701,000 2.57%
12. Washington 3 3 4,582,000 0.93%
13. Kentucky 4 1 5 10,110,000 2.05%
14. South Carolina 3 1 4 8,779,000 1.78%
15. Colorado 3 3 8,125,000 1.64%
16. Idaho 1 1 2 5,758,000 1.16%
17. Illinois 1 1 2 4,495,000 0.91%
18. Michigan 2 2 3,307,000 0.67%
19. Alabama 2 2 2,564,000 0.52%
20. Pennsylvania 1 1 2,249,000 0.46%
21. Wisconsin 1 1 2,108,000 0.43%
22. North Carolina 0 1 1 2,028,000 0.41%
135 1 4 17 18 6 181 $ 487,938,000 98.72%
Remic II 6,346,000 1.28%
$ 494,284,000 100.00%


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