-----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, IQOpGS7hikw0yvo+PTNMKpcGGZ5vz5o6sl7KkxklTzo+dc6oZVmv5CJeX4rlXxO6 hhmPWUMJ0dYaZtr6FBCxpg== 0001157523-05-004422.txt : 20050506 0001157523-05-004422.hdr.sgml : 20050506 20050506132958 ACCESSION NUMBER: 0001157523-05-004422 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050506 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050506 DATE AS OF CHANGE: 20050506 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LTC PROPERTIES INC CENTRAL INDEX KEY: 0000887905 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 710720518 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11314 FILM NUMBER: 05806758 BUSINESS ADDRESS: STREET 1: 22917 PACIFIC COAST HWY STREET 2: SUITE 350 CITY: MALIBU STATE: CA ZIP: 90265 BUSINESS PHONE: 3104556010 MAIL ADDRESS: STREET 1: 22917 PACIFIC COAST HWY STREET 2: SUITE 350 CITY: MALIBU STATE: CA ZIP: 90265 8-K 1 a4882517.txt LTC PROPERTIES 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20459 __________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report: May 6, 2005 (Date of earliest event reported) LTC PROPERTIES, INC. (Exact name of Registrant as specified in its charter) Maryland 1-11314 71-0720518 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No.) 22917 Pacific Coast Highway, Suite 350 Malibu, California 90265 (Address of principal executive offices) (805) 981-8655 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ Item 2.02. -- Results of Operations and Financial Condition On May 6, 2005, LTC Properties, Inc. announced the operating results for the first quarter ended March 31, 2005. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. Such information shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the company, whether made before or after the date hereof, regardless of any general incorporation language in such filing. Item 9.01. -- Financial Statements and Exhibits (a) Financial Statements of Business Acquired. None. (b) Pro Forma Financial Information None. (c) Exhibits. 99.1 Press Release issued May 6, 2005. SIGNATURE Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. LTC PROPERTIES, INC. Dated: May 6, 2005 By: /s/ WENDY L. SIMPSON -------------------- Wendy L. Simpson Vice Chairman, Chief Financial Officer and Treasurer EX-99.1 2 a4882517ex991.txt EXHIBIT 99.1 - PRESS RELEASE Exhibit 99.1 LTC Announces Operating Results for the Three Months Ended March 31, 2005 MALIBU, Calif.--(BUSINESS WIRE)--May 6, 2005--LTC Properties, Inc. (NYSE:LTC) released results of operations for the three months ended March 31, 2005 and announced that net income available to common stockholders for the first quarter was $17.2 million or $0.74 per diluted share. For the same period in 2004, net income available to common stockholders was $0.9 million or $0.05 per diluted share. In February 2005, the Company received $22.3 million in cash from CLC Healthcare, Inc. and Healthcare Holdings, Inc., its wholly-owned subsidiary, as payment in full of their note receivable to LTC. The Company stated that included in the 2005 results is the following effect of the note payoff: $3.7 million in rental income related to past due rents that were not accrued, $2.3 million of interest income related to past due interest that was not accrued, a $0.5 million reimbursement for certain expenses paid in prior years on behalf of CLC Healthcare, Inc., a bonus accrual of $1.0 million related to the realization of the value of the note and non-operating income of $6.2 million, net of $1.3 million of expenses associated with the realization of the value of the note. Included in the 2004 results was a charge of $4.0 million related to LTC's redemption of its 9.5% Series A and 9.0% Series B Preferred Stock, and a gain on sale of assets of $1.0 million. Revenues for the three months ended March 31, 2005, were $22.9 million including the $6.0 million of past due rental and interest income, versus $16.8 million for the same period last year. On April 18, 2005, the Company announced that it raised the common dividend from $0.30 to $0.33 per quarter and will begin paying its common dividend on a monthly basis beginning the second quarter of 2005. The Company has scheduled a conference call for May 9, 2005 at 9:00 a.m. Pacific time in order to comment on the Company's performance, acquisitions and operating results for the quarter ended March 31, 2005. The conference call is accessible by dialing 800-901-5213 passcode 46218914. The international number is 617-786-2962. The earnings release and any additional financial information that may be discussed on the conference call will also be available on our Web site. An audio replay of the conference call will be available from 11:00 a.m. Pacific time on May 9, 2005 through May 30, 2005. Callers can access the replay by dialing 888-286-8010 or 617-801-6888 and entering conference ID number 79768531. Webcast replays will also be available on our Web site until May 23, 2005. At March 31, 2005, LTC had investments in 95 skilled nursing properties, 101 assisted living properties and two schools in 31 states. The Company is a self-administered real estate investment trust that primarily invests in long-term care and other health care related facilities through mortgage loans, facility lease transactions and other investments. For more information on LTC Properties, Inc., visit the Company's Web site at www.ltcproperties.com. This press release includes statements that are not purely historical and are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the Company's expectations, beliefs, intentions or strategies regarding the future. All statements other than historical facts contained in this press release are forward looking statements. These forward looking statements involve a number of risks and uncertainties. All forward looking statements included in this press release are based on information available to the Company on the date hereof, and the Company assumes no obligation to update such forward looking statements. Although the Company's management believes that the assumptions and expectations reflected in such forward looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. The actual results achieved by the Company may differ materially from any forward looking statements due to the risks and uncertainties of such statements. LTC PROPERTIES, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited, amounts in thousands, except per share amounts) Three Months Ended March 31, ----------------- 2005 2004 -------- -------- Revenues: Rental income $15,872 $11,452 Interest income from mortgage loans and notes receivable 2,682 2,138 Interest income from REMIC Certificates 1,464 2,391 Interest and other income 2,853 865 -------- -------- Total revenues 22,871 16,846 -------- -------- Expenses: Interest expense 2,257 3,313 Depreciation and amortization 3,253 3,135 Legal expenses 73 18 Operating and other expenses 1,915 1,251 -------- -------- Total expenses 7,498 7,717 -------- -------- Income before non-operating income and minority interest 15,373 9,129 Non-operating income 6,217 -- Minority interest (86) (283) -------- -------- Income from continuing operations 21,504 8,846 Discontinued operations: Income from discontinued operations -- 80 Gain on sale of assets, net -- 975 -------- -------- Net income from discontinued operations -- 1,055 -------- -------- Net income 21,504 9,901 Preferred stock redemption charge -- (4,029) Preferred stock dividends (4,347) (4,946) -------- -------- Net income available to common stockholders $17,157 $926 ======== ======== Net Income (Loss) per Common Share from Continuing Operations net of Preferred Stock Dividends: Basic $0.80 $(0.01) ======== ======== Diluted $0.74 $(0.01) ======== ======== Net Income per Common Share from Discontinued Operations: Basic -- $0.06 ======== ======== Diluted -- $0.06 ======== ======== Net Income per Common Share Available to Common Stockholders: Basic $0.80 $0.05 ======== ======== Diluted $0.74 $0.05 ======== ======== Basic weighted average shares outstanding 21,491 17,986 ======== ======== NOTE: Quarterly and year-to-date computations of per share amounts are made independently. Therefore, the sum of per share amounts for the quarters may not agree with the per share amounts for the year. Computations of per share amounts from continuing operations, discontinued operations and net income are made independently. Therefore, the sum of per share amounts from continuing operations and discontinued operations may not agree with the per share amounts from net income available to common stockholders. Reconciliation of Funds From Operations ("FFO") FFO is a supplemental measure of a REIT's financial performance that is not defined by accounting principles generally accepted in the United States. We define FFO as net income available to common stockholders adjusted to exclude the gains or losses on the sale of assets and adjusted to add back impairment charges, real estate depreciation and other non-cash charges. Other REITs may not use this definition of FFO and therefore, caution should be exercised when comparing our company's FFO to that of other REITs. FFO is used in the REIT industry as a supplemental measure of financial performance, but is not a substitute for net income per share available to common stockholders determined in accordance with accounting principles generally accepted in the United States. The following table reconciles net income available to common stockholders to funds from operations available to common stockholders (unaudited, in thousands, except per share amounts): Three Months Ended March 31, ---------------- 2005 2004 -------- ------- Net income available to common stockholders $17,157 $926 Add: Real estate depreciation 3,253 3,179 Add: Impairment charge -- -- Less (gain)/add loss on sale of assets, net -- (975) -------- ------- FFO available to common stockholders $20,410 $3,130 ======== ======= Add: Preferred stock redemption charge -- 4,029 -------- ------- FFO excluding preferred stock redemption charge $20,410 $7,159 ======== ======= Basic FFO available to common stockholders per share $0.95 $0.17 ======== ======= Diluted FFO available to common stockholders per share $0.88 $0.17 ======== ======= Basic FFO excluding preferred stock redemption charge per share $0.95 $0.40 ======== ======= Diluted FFO excluding preferred stock redemption charge per share $0.88 $0.37 ======== ======= LTC PROPERTIES, INC. CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except per share amounts) March December 31, 2005 31, 2004 --------- --------- ASSETS Real Estate Investments: Buildings and improvements, net of accumulated depreciation and amortization: 2005 - $86,537; 2004 - $83,369 $358,193 $359,347 Land 26,905 26,401 Mortgage loans receivable, net of allowance for doubtful accounts: 2005 and 2004 - $1,280 101,639 90,878 REMIC Certificates 40,796 44,053 --------- --------- Real estate investments, net 527,533 520,679 Other Assets: Cash and cash equivalents 12,819 4,315 Debt issue costs, net 1,197 1,348 Interest receivable 2,949 3,161 Prepaid expenses and other assets 4,218 4,451 Notes receivable 3,396 13,926 --------- --------- Total Assets $552,112 $547,880 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Mortgage loans payable 70,905 71,286 Bonds payable and capital lease obligations 13,503 13,967 Senior mortgage participation payable 15,187 15,407 Accrued interest 650 649 Accrued expenses and other liabilities 3,591 3,040 Distributions payable 3,528 3,618 --------- --------- Total Liabilities 107,364 107,967 Minority interest 3,518 3,706 Stockholders' equity: Preferred stock $0.01 par value: 15,000 shares authorized; shares issued and outstanding: 2005 - 9,032; 2004 - 9,201 214,312 218,532 Common stock: $0.01 par value; 45,000 shares authorized; shares issued and outstanding: 2005 - 21,606; 2004 - 21,374 216 214 Capital in excess of par value 295,056 292,740 Cumulative net income 332,840 311,336 Other (1,649) 2,070 Cumulative distributions (399,545) (388,685) --------- --------- Total Stockholders' Equity 441,230 436,207 --------- --------- Total Liabilities and Stockholders' Equity $552,112 $547,880 ========= ========= CONTACT: LTC Properties, Inc. Andre C. Dimitriadis or Wendy L. Simpson, 805-981-8655 -----END PRIVACY-ENHANCED MESSAGE-----