(Mark One)
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[ x ]
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2014
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from _____________ to _____________
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Maryland
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62-1470956
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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222 Robert Rose Drive, Murfreesboro, Tennessee
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37129
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(Address of principal executive offices)
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(Zip Code)
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(615) 890-9100
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(Registrant's telephone number, including area code)
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Title of each Class
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Name of each exchange on which registered
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Common stock, $.01 par value
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New York Stock Exchange
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Large accelerated filer [ x ]
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Accelerated filer [ ]
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Non-accelerated filer [ ]
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Smaller reporting company [ ]
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(Do not check if a smaller reporting company)
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Page
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*
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We depend on the operating success of our tenants and borrowers for collection of our lease and interest income;
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*
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We depend on the success of property development and construction activities, which may fail to achieve the operating results we expect;
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*
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We are exposed to the risk that our tenants and borrowers may become subject to bankruptcy or insolvency proceedings;
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*
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We are exposed to risks related to governmental regulations and payors, principally Medicare and Medicaid, and the effect that lower reimbursement rates would have on our tenants’ and borrowers’ business;
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*
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We are exposed to the risk that the cash flows of our tenants and borrowers would be adversely affected by increased liability claims and liability insurance costs;
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*
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We are exposed to risks related to environmental laws and the costs associated with liabilities related to hazardous substances;
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*
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We are exposed to the risk that we may not be fully indemnified by our lessees and borrowers against future litigation;
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*
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We depend on the success of our future acquisitions and investments;
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*
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We depend on our ability to reinvest cash in real estate investments in a timely manner and on acceptable terms;
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*
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We may need to incur more debt in the future, which may not be available on terms acceptable to us;
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*
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We have covenants related to our indebtedness which impose certain operational limitations and a breach of those covenants could materially adversely affect our financial condition and results of operations;
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*
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We are exposed to the risk that the illiquidity of real estate investments could impede our ability to respond to adverse changes in the performance of our properties;
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*
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We are exposed to risks associated with our investments in unconsolidated entities, including our lack of sole decision-making authority and our reliance on the financial condition of other interests;
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*
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We depend on revenues derived mainly from fixed rate investments in real estate assets, while a portion of our debt capital used to finance those investments bear interest at variable rates. This circumstance creates interest rate risk to the Company;
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*
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We are exposed to the risk that our assets may be subject to impairment charges;
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*
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We depend on the ability to continue to qualify for taxation as a real estate investment trust;
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*
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We have ownership limits in our charter with respect to our common stock and other classes of capital stock which may delay, defer or prevent a transaction or a change of control that might involve a premium price for our common stock or might otherwise be in the best interests of our stockholders;
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*
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We are subject to certain provisions of Maryland law and our charter and bylaws that could hinder, delay or prevent a change in control transaction, even if the transaction involves a premium price for our common stock or our stockholders believe such transaction to be otherwise in their best interests.
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•
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Obtaining financial statements on a monthly, quarterly and/or annual basis to assess the operational trends of our tenants and the financial position and capability of those tenants
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•
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Calculating the operating cash flow for each of our tenants
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•
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Calculating the lease service coverage ratio and other ratios pertinent to our tenants
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•
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Obtaining property-level occupancy rates for our tenants
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•
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Verifying the payment of taxes by our tenants
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•
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Obtaining certificates of insurance for each tenant
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•
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Obtaining financial statements of our lessee guarantors on an annual basis
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•
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Conducting a periodic inspection of our properties to ascertain proper maintenance, repair and upkeep
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•
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Monitoring those tenants with indications of continuing and material deteriorating credit quality through discussions with our executive management and Board of Directors
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Asset Class
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Type
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Total
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Funded
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Remaining
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||||||
Commitments:
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||||||
Senior Living Communities
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SHO
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Revolving Credit
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$
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15,000,000
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$
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(2,816,000
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)
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$
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12,184,000
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Capital Funding Group
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Mezz. Note
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Revolving Credit
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$
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15,000,000
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$
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(15,000,000
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)
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$
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—
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Bickford Senior Living
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SHO
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Construction
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$
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9,000,000
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$
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(7,811,000
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)
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$
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1,189,000
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Chancellor Health Care
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SHO
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Construction
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$
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8,000,000
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$
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(4,584,000
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)
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$
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3,416,000
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Kentucky River Medical Center
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Hospital
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Renovation
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$
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8,000,000
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$
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(7,583,000
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)
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$
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417,000
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Santé Partners
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SHO
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Renovation
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$
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3,500,000
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$
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(2,621,000
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)
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$
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879,000
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Prestige Senior Living
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SHO
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Renovation
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$
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2,000,000
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$
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(1,555,000
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)
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$
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445,000
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Holiday Retirement
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SHO
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Renovation
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$
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1,500,000
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$
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(1,126,000
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)
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$
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374,000
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Senior Living Management
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SHO
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Renovation
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$
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700,000
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$
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(13,000
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)
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$
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687,000
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Sycamore Street (Bickford affiliate)
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SHO
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Revolving Credit
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$
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500,000
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$
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(500,000
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)
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$
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—
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Contingencies:
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Prestige Senior Living
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SHO
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Lease Inducement
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$
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6,390,000
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$
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—
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$
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6,390,000
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Sycamore Street (Bickford affiliate)
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SHO
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Letter-of-credit
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$
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3,550,000
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$
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—
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$
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3,550,000
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Discovery Senior Living
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SHO
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Lease Inducement
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$
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2,500,000
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$
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—
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$
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2,500,000
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Santé Partners
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Hospital
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Loan
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$
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2,000,000
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$
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—
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$
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2,000,000
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Santé Partners
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SHO
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Lease Inducement
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$
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2,000,000
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$
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—
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$
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2,000,000
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•
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A shift to 66 payment categories from 53 payment categories;
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•
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Changes related to assessment reference dates and qualifiers that will significantly reduce utilization of rehabilitation and extensive service categories;
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•
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Modification to therapy services related to estimating treatments and utilization of concurrent therapy that will likely result in RUG classifications at much lower levels of therapy than previous results; and
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•
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Adjustments related to assistance with activities of daily living (ADLs) and an increased emphasis on ADL scores in the nursing case mix indices and related RUG payment rates.
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Name
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Position
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Age
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J. Justin Hutchens
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President and Chief Executive Officer
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40
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Roger R. Hopkins
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Chief Accounting Officer
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53
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Kristin S. Gaines
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Chief Credit Officer
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43
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Kevin Pascoe
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Executive Vice President Investments
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34
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Eric Mendelsohn
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Executive Vice President Corporate Finance
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53
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▪
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The NHI Code of Ethics and Standards of Conduct. This has been adopted for all employees, officers and directors of the Company. The website will also disclose whether there have been any amendments or waivers to the Code of Ethics and Standards of Conduct. To date there have been none.
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▪
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Information on our “NHI Valuesline” which allows all interested parties to communicate with NHI executive officers and directors. The toll free number is 877-880-2974 and the communications may be made anonymously, if desired.
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▪
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The NHI Restated Audit Committee Charter.
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▪
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The NHI Compensation Committee Charter.
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▪
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The NHI Nomination and Corporate Governance Committee Charter.
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Lease (L)/
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Licensed
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Center
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City
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State
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Mortgage (M)
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Beds
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SKILLED NURSING
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NHC HealthCare, Anniston
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Anniston
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AL
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L
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151
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NHC HealthCare, Moulton
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Moulton
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AL
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L
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136
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Sunbridge Estrella Care & Rehabilitation
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Avondale
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AZ
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L
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161
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Ayers Health & Rehabilitation Center
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Trenton
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FL
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L
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120
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Bayonet Point Health & Rehabilitation Center
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Hudson
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FL
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L
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180
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Bear Creek Nursing Center
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Hudson
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FL
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L
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120
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Brooksville Healthcare Center
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Brooksville
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FL
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L
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180
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Cypress Cove Care Center
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Crystal River
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FL
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L
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120
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Heather Hill Healthcare Center
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New Port Richey
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FL
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L
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120
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Parkway Health & Rehabilitation Center
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Stuart
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FL
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L
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177
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Royal Oak Nursing Center
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Dade City
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FL
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L
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120
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The Health Center of Merritt Island
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Merritt Island
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FL
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L
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180
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The Health Center of Plant City
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Plant City
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FL
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L
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180
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Grangeville Health and Rehabilitation Center
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Grangeville
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ID
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L
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60
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NHC HealthCare, Glasgow
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Glasgow
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KY
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L
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206
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Buckley HealthCare Center
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Greenfield
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MA
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L
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120
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Holyoke Health Care Center
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Holyoke
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MA
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L
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102
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John Adams HealthCare Center
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Quincy
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MA
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L
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71
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Longmeadow of Taunton
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Taunton
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MA
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L
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100
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NHC Healthcare, Desloge
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Desloge
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MO
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L
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120
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NHC Healthcare, Joplin
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Joplin
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MO
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L
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126
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NHC Healthcare, Kennett
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Kennett
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MO
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L
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170
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NHC Healthcare, Maryland Heights
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Maryland Heights
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MO
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L
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220
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NHC HealthCare, St. Charles
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St. Charles
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MO
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L
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120
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Maple Leaf HealthCare Center
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Manchester
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NH
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L
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114
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Villa Crest HealthCare Center
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Manchester
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NH
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L
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165
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Epsom Manor HealthCare Center
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Epsom
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NH
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L
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108
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Timberview Care Center
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Albany
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OR
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L
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62
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Creswell Health and Rehabilitation Center
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Creswell
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OR
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L
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53
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Forest Grove Rehabilitation and Care Center
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Forest Grove
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OR
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L
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81
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NHC Healthcare, Anderson
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Anderson
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SC
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L
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290
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NHC Healthcare, Greenwood
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Greenwood
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SC
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L
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152
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NHC HealthCare, Laurens
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Laurens
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SC
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L
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176
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UniHealth Post-Acute Care-Orangeburg
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Orangeburg
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SC
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L
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88
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NHC Healthcare, Athens
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Athens
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TN
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L
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98
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NHC Healthcare, Chattanooga
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Chattanooga
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TN
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L
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207
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|
NHC HealthCare, Dickson
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Dickson
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TN
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L
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211
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NHC HealthCare, Franklin
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Franklin
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TN
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L
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80
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NHC Healthcare, Hendersonville
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Hendersonville
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TN
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L
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122
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NHC Healthcare, Johnson City
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Johnson City
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TN
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L
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160
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NHC Healthcare, Lewisburg
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Lewisburg
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TN
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L
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102
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NHC HealthCare, McMinnville
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McMinnville
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TN
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L
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150
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NHC HealthCare, Milan
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Milan
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TN
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L
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122
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NHC Healthcare, Oakwood
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Lewisburg
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TN
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L
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60
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NHC HealthCare, Pulaski
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Pulaski
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TN
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L
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102
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NHC Healthcare, Scott
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Lawrenceburg
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TN
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L
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62
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NHC HealthCare, Sequatchie
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Dunlap
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TN
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L
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120
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|
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Lease (L)/
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Licensed
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Center
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City
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State
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Mortgage (M)
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Beds
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SKILLED NURSING
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|
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NHC HealthCare, Smithville
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Smithville
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TN
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L
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120
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NHC Healthcare, Somerville
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Somerville
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TN
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L
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84
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NHC Healthcare, Sparta
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Sparta
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TN
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L
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120
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Canton Oaks
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Canton
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TX
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L
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120
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Corinth Rehabilitation Suites
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Corinth
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TX
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L
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134
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Heritage Place
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Mesquite
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TX
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L
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149
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Legend Healthcare & Rehabilitation
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Paris
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TX
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L
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120
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Legend Oaks Healthcare & Rehabilitation Center (East)
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Houston
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TX
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L
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125
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Legend Oaks Healthcare & Rehabilitation Center (Northwest)
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Houston
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TX
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L
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125
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Legend Oaks Healthcare & Rehabilitation Center
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San Antonio
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TX
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L
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125
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Legend Oaks Healthcare & Rehabilitation Center - Ennis
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Ennis
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TX
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L
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124
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Legend Healthcare & Rehabilitation
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Greenville
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TX
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L
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125
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Legend Oaks Healthcare & Rehabilitation Center
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Houston
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TX
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L
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124
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Legend Oaks Healthcare & Rehabilitation Center
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Houston
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TX
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L
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125
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Legend Oaks Healthcare & Rehabilitation Center
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Kyle
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TX
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L
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126
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Park Place Care Center
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Georgetown
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TX
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M
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164
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Winterhaven Healthcare Center
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Houston
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TX
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L
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160
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Heritage Hall - Brookneal
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Brookneal
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VA
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M
|
60
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Heritage Hall - Grundy
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Grundy
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VA
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M
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120
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Heritage Hall - Laurel Meadows
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Laurel Fork
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VA
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M
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60
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Heritage Hall - Virginia Beach
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Virginia Beach
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VA
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M
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90
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Heritage Hall - Front Royal
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Front Royal
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VA
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M
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60
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Heritage Hall - Lexington
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East Lexington
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VA
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M
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60
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NHC HealthCare, Bristol
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Bristol
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VA
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L
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120
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ASSISTED LIVING
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Regency Pointe Retirement Community
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Rainbow City
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AL
|
L
|
120
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The Place at Gilbert
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Gilbert
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AZ
|
L
|
40
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|
The Place at Glendale
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Glendale
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AZ
|
L
|
38
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|
The Place at Tanque Verde
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Tucson
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AZ
|
L
|
42
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The Place at Tucson
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Tucson
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AZ
|
L
|
60
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|
Revere Court Memory Care
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Sacramento
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CA
|
L
|
56
|
|
Savannah Court of Bartow
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Bartow
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FL
|
L
|
30
|
|
Savannah Court of Lakeland
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Lakeland
|
FL
|
L
|
30
|
|
Indigo Palms at Maitland
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Maitland
|
FL
|
L
|
116
|
|
Discovery Village at Naples
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Naples
|
FL
|
M
|
120
|
|
Brentwood at Fore Ranch
|
Ocala
|
FL
|
M
|
120
|
|
Savannah Court of St. Cloud
|
St. Cloud
|
FL
|
L
|
30
|
|
Savannah Court at Lake Oconee
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Greensboro
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GA
|
L
|
64
|
|
Bickford of Ames
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Ames
|
IA
|
L
|
37
|
|
Bickford of Burlington
|
Burlington
|
IA
|
L
|
44
|
|
Bickford of Cedar Falls
|
Cedar Falls
|
IA
|
L
|
42
|
|
Bickford of Clinton
|
Clinton
|
IA
|
L
|
37
|
|
Bickford of Ft. Dodge
|
Ft. Dodge
|
IA
|
L
|
38
|
|
Bickford of Iowa City
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Iowa City
|
IA
|
L
|
37
|
|
Bickford of Marshalltown
|
Marshalltown
|
IA
|
L
|
38
|
|
Bickford of Muscatine
|
Muscatine
|
IA
|
L
|
45
|
|
Bickford of Urbandale
|
Urbandale
|
IA
|
L
|
61
|
|
Prestige Assisted Living at Autumn Wind
|
Caldwell
|
ID
|
L
|
105
|
|
Indianhead Estates
|
Weiser
|
ID
|
L
|
25
|
|
Bickford of Bourbonnais
|
Bourbonnais
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IL
|
L
|
65
|
|
|
|
|
Lease (L)/
|
Licensed
|
|
Center
|
City
|
State
|
Mortgage (M)
|
Beds
|
|
ASSISTED LIVING
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|
|
|
|
|
Bickford of Moline
|
Moline
|
IL
|
L
|
28
|
|
Bickford of Peoria
|
Peoria
|
IL
|
L
|
32
|
|
Bickford of Quincy
|
Quincy
|
IL
|
L
|
46
|
|
Bickford of Rockford
|
Rockford
|
IL
|
L
|
65
|
|
Bickford of Springfield
|
Springfield
|
IL
|
L
|
67
|
|
Bickford of Carmel
|
Carmel
|
IN
|
L
|
60
|
|
Bickford of Crawfordsville
|
Crawfordsville
|
IN
|
L
|
28
|
|
Bickford of Crown Point
|
Crown Point
|
IN
|
L
|
60
|
|
Bickford of Greenwood
|
Greenwood
|
IN
|
L
|
60
|
|
Bickford of Lafayette
|
LaFayette
|
IN
|
L
|
28
|
|
Bickford of Wabash
|
Wabash
|
IN
|
L
|
28
|
|
Bickford of Mission Springs
|
Mission
|
KS
|
L
|
91
|
|
Bickford of Overland Park
|
Overland Park
|
KS
|
L
|
79
|
|
West Monroe Arbors
|
West Monroe
|
LA
|
L
|
59
|
|
Bossier Arbors
|
Bossier City
|
LA
|
L
|
60
|
|
Bastrop Arbors
|
Bastrop
|
LA
|
L
|
38
|
|
Minden Arbors
|
Minden
|
LA
|
L
|
26
|
|
The Woodlands Assisted Living
|
Baltimore
|
MD
|
L
|
70
|
|
Bickford of Battle Creek
|
Battle Creek
|
MI
|
L
|
46
|
|
Bickford of Lansing
|
Lansing
|
MI
|
L
|
46
|
|
Bickford of Midland
|
Midland
|
MI
|
L
|
46
|
|
Bickford of Saginaw
|
Saginaw
|
MI
|
L
|
46
|
|
Traditions
|
Owatonna
|
MN
|
M
|
70
|
|
Gracewood Champlin
|
Champlin
|
MN
|
L
|
30
|
|
Gracewood Hugo
|
Hugo
|
MN
|
L
|
24
|
|
Gracewood Maplewood
|
Maplewood
|
MN
|
L
|
42
|
|
Gracewood North Branch
|
North Branch
|
MN
|
L
|
30
|
|
Bickford of Grand Island
|
Grand Island
|
NE
|
L
|
37
|
|
Bickford of Lincoln
|
Lincoln
|
NE
|
L
|
44
|
|
Bickford of Omaha Hickory
|
Omaha
|
NE
|
L
|
37
|
|
Halcyon Village
|
Marysville
|
OH
|
L
|
76
|
|
Bickford of Middletown
|
Middletown
|
OH
|
L
|
101
|
|
Clackamas View
|
Milwaukie
|
OR
|
L
|
25
|
|
Dorian Place
|
Ontario
|
OR
|
L
|
44
|
|
Wellsprings
|
Ontario
|
OR
|
L
|
32
|
|
The Place at Conway
|
Conway
|
SC
|
L
|
52
|
|
The Place at Gallatin
|
Gallatin
|
TN
|
L
|
49
|
|
The Place at Kingsport
|
Kingsport
|
TN
|
L
|
49
|
|
The Place at Tullahoma
|
Tullahoma
|
TN
|
L
|
49
|
|
Charleston House
|
Beaver Dam
|
WI
|
L
|
120
|
|
|
|
|
|
|
|
INDEPENDENT LIVING
|
|
|
|
|
|
Apple Blossom Independent Senior Living Community
|
Rogers
|
AR
|
L
|
119
|
|
Butterfield Place Independent Senior Living Community
|
Fort Smith
|
AR
|
L
|
117
|
|
Bay Park Independent Senior Living Community
|
Pinole
|
CA
|
L
|
98
|
|
Bridgecreek Independent Senior Living Community
|
West Covina
|
CA
|
L
|
108
|
|
Camelot Independent Senior Living Community
|
Hemet
|
CA
|
L
|
136
|
|
Fig Garden Independent Senior Living Community
|
Fresno
|
CA
|
L
|
103
|
|
Hampshire Independent Senior Living Community
|
Merced
|
CA
|
L
|
115
|
|
Mistywood Independent Senior Living Community
|
Roseville
|
CA
|
L
|
117
|
|
Standiford Place Independent Senior Living Community
|
Modesto
|
CA
|
L
|
121
|
|
|
|
|
|
|
|
|
|
Annualized
|
|
|
Percentage of
|
|
|
|
|
Leases
|
|
Rentable
|
|
Number
|
|
Gross Rent**
|
|
|
Annualized
|
|
|
Year
|
|
Expiring
|
|
Square Feet*
|
|
of Units/Beds
|
|
(
in thousands
)
|
|
|
Gross Rent
|
|
|
2015
|
|
1
|
|
—
|
|
60
|
|
$
|
313
|
|
|
.2
|
%
|
2016
|
|
4
|
|
—
|
|
604
|
|
5,365
|
|
|
2.9
|
%
|
|
2017
|
|
7
|
|
—
|
|
896
|
|
7,262
|
|
|
3.9
|
%
|
|
2018
|
|
2
|
|
61,500
|
|
88
|
|
1,080
|
|
|
.6
|
%
|
|
2019
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
%
|
|
2020
|
|
6
|
|
27,017
|
|
224
|
|
2,777
|
|
|
1.5
|
%
|
|
2021
|
|
2
|
|
—
|
|
344
|
|
1,904
|
|
|
1.0
|
%
|
|
2022
|
|
4
|
|
—
|
|
156
|
|
4,055
|
|
|
2.2
|
%
|
|
2023
|
|
2
|
|
—
|
|
254
|
|
2,763
|
|
|
1.5
|
%
|
|
2024
|
|
8
|
|
—
|
|
379
|
|
4,240
|
|
|
2.3
|
%
|
|
Thereafter
|
|
105
|
|
—
|
|
12,759
|
|
154,668
|
|
|
83.9
|
%
|
|
|
2014
|
|
2013
|
||||||||||||||||
|
|
Sales Price
|
|
Cash Dividends Declared
|
|
Sales Price
|
|
Cash Dividends Declared
|
||||||||||||
Quarter Ended
|
|
High
|
|
Low
|
|
|
High
|
|
Low
|
|
||||||||||
March 31
|
|
$
|
63.53
|
|
|
$
|
54.75
|
|
|
$.77
|
|
$
|
67.18
|
|
|
$
|
57.24
|
|
|
$.70
|
June 30
|
|
64.84
|
|
|
58.85
|
|
|
.77
|
|
72.99
|
|
|
56.20
|
|
|
.735
|
||||
September 30
|
|
65.29
|
|
|
57.00
|
|
|
.77
|
|
65.94
|
|
|
53.01
|
|
|
.735
|
||||
December 31
|
|
71.75
|
|
|
56.53
|
|
|
.77
|
|
64.00
|
|
|
56.00
|
|
|
.735
|
|
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
Weighted-average exercise price of outstanding options, warrants and rights
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the first column)
|
Equity compensation plans approved
|
|
|
|
|
|
|
by security holders
|
|
871,671
|
|
$60.43
|
|
775,635
1
|
|
2009
|
2010
|
2011
|
2012
|
2013
|
2014
|
NHI
|
$100.00
|
$129.22
|
$162.68
|
$181.38
|
$188.71
|
$244.01
|
MSCI
|
$100.00
|
$128.48
|
$168.12
|
$164.46
|
$168.52
|
$219.71
|
S&P 500
|
$100.00
|
$115.06
|
$134.38
|
$136.29
|
$180.44
|
$205.14
|
(in thousands, except share and per share amounts)
|
|||||||||||||||||||
|
Years Ended December 31,
|
||||||||||||||||||
STATEMENT OF INCOME DATA:
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
||||||||||
Revenues
|
$
|
177,509
|
|
|
$
|
117,828
|
|
|
$
|
93,317
|
|
|
$
|
83,739
|
|
|
$
|
79,423
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
103,052
|
|
|
79,498
|
|
|
72,834
|
|
|
69,817
|
|
|
58,729
|
|
|||||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from operations - discontinued
|
—
|
|
|
5,426
|
|
|
6,098
|
|
|
7,967
|
|
|
8,688
|
|
|||||
Gain on sales of real estate
|
—
|
|
|
22,258
|
|
|
11,966
|
|
|
3,348
|
|
|
2,004
|
|
|||||
Net income
|
103,052
|
|
|
107,182
|
|
|
90,898
|
|
|
81,132
|
|
|
69,421
|
|
|||||
Net income attributable to noncontrolling interest
|
(1,443
|
)
|
|
(999
|
)
|
|
(167
|
)
|
|
—
|
|
|
—
|
|
|||||
Net income attributable to common stockholders
|
$
|
101,609
|
|
|
$
|
106,183
|
|
|
$
|
90,731
|
|
|
$
|
81,132
|
|
|
$
|
69,421
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
PER SHARE DATA:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic earnings per common share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
$
|
3.04
|
|
|
$
|
2.77
|
|
|
$
|
2.61
|
|
|
$
|
2.52
|
|
|
$
|
2.12
|
|
Discontinued operations
|
—
|
|
|
.97
|
|
|
.65
|
|
|
.41
|
|
|
.39
|
|
|||||
Net income attributable to common stockholders
|
$
|
3.04
|
|
|
$
|
3.74
|
|
|
$
|
3.26
|
|
|
$
|
2.93
|
|
|
$
|
2.51
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Diluted earnings per common share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
$
|
3.04
|
|
|
$
|
2.77
|
|
|
$
|
2.61
|
|
|
$
|
2.51
|
|
|
$
|
2.12
|
|
Discontinued operations
|
—
|
|
|
.97
|
|
|
.65
|
|
|
.41
|
|
|
.38
|
|
|||||
Net income attributable to common stockholders
|
$
|
3.04
|
|
|
$
|
3.74
|
|
|
$
|
3.26
|
|
|
$
|
2.92
|
|
|
$
|
2.50
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
OTHER DATA:
|
|
|
|
|
|
|
|
|
|
||||||||||
Common shares outstanding, end of year
|
37,485,902
|
|
|
33,051,176
|
|
|
27,857,217
|
|
|
27,751,208
|
|
|
27,689,392
|
|
|||||
Weighted average common shares:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
33,375,966
|
|
|
28,362,398
|
|
|
27,811,813
|
|
|
27,719,096
|
|
|
27,664,482
|
|
|||||
Diluted
|
33,416,014
|
|
|
28,397,702
|
|
|
27,838,720
|
|
|
27,792,592
|
|
|
27,732,959
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Regular dividends declared per common share
|
$
|
3.08
|
|
|
$
|
2.90
|
|
|
$
|
2.64
|
|
|
$
|
2.495
|
|
|
$
|
2.36
|
|
Special dividends declared per common share
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
.22
|
|
|
$
|
.22
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
BALANCE SHEET DATA:
(at year end)
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgages and other notes receivable, net
|
$
|
63,630
|
|
|
$
|
60,639
|
|
|
$
|
84,250
|
|
|
$
|
78,672
|
|
|
$
|
75,465
|
|
Real estate properties, net
|
$
|
1,776,549
|
|
|
$
|
1,247,740
|
|
|
$
|
535,390
|
|
|
$
|
394,795
|
|
|
$
|
327,654
|
|
Preferred stock and marketable securities
|
$
|
53,635
|
|
|
$
|
50,782
|
|
|
$
|
51,016
|
|
|
$
|
49,496
|
|
|
$
|
60,608
|
|
Assets held for sale, net
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,611
|
|
|
$
|
29,381
|
|
|
$
|
36,853
|
|
Total assets
|
$
|
1,982,960
|
|
|
$
|
1,455,820
|
|
|
$
|
705,981
|
|
|
$
|
579,563
|
|
|
$
|
509,341
|
|
Debt
|
$
|
862,726
|
|
|
$
|
617,080
|
|
|
$
|
203,250
|
|
|
$
|
97,300
|
|
|
$
|
37,765
|
|
Total equity
|
$
|
1,049,933
|
|
|
$
|
777,160
|
|
|
$
|
468,047
|
|
|
$
|
443,485
|
|
|
$
|
442,500
|
|
Real Estate Properties
|
Properties
|
|
|
Beds/Sq. Ft.*
|
|
|
Revenue
|
|
|
%
|
||||
|
Need-Driven Senior Housing
|
|
|
|
|
|
|
|
||||||
|
|
Assisted Living
|
62
|
|
|
3,144
|
|
|
$
|
38,939
|
|
|
22.5
|
%
|
|
|
Senior Living Campus
|
6
|
|
|
881
|
|
|
7,068
|
|
|
4.1
|
%
|
|
|
|
Total Need-Driven Senior Housing
|
68
|
|
|
4,025
|
|
|
46,007
|
|
|
26.5
|
%
|
|
|
Discretionary Senior Housing
|
|
|
|
|
|
|
|
||||||
|
|
Entrance-Fee Communities
|
7
|
|
|
1,587
|
|
|
1,505
|
|
|
0.9
|
%
|
|
|
|
Independent Living
|
28
|
|
|
3,114
|
|
|
45,120
|
|
|
26.0
|
%
|
|
|
|
Total Discretionary Senior Housing
|
35
|
|
|
4,701
|
|
|
46,625
|
|
|
26.9
|
%
|
|
|
|
Total Senior Housing
|
103
|
|
|
8,726
|
|
|
92,632
|
|
|
53.5
|
%
|
|
|
Medical Facilities
|
|
|
|
|
|
|
|
||||||
|
|
Skilled Nursing Facilities
|
64
|
|
|
8,370
|
|
|
65,095
|
|
|
37.6
|
%
|
|
|
|
Hospitals
|
3
|
|
|
181
|
|
|
7,566
|
|
|
4.4
|
%
|
|
|
|
Medical Office Buildings
|
2
|
|
|
88,517
|
|
*
|
986
|
|
|
0.6
|
%
|
|
|
|
Total Medical Facilities
|
69
|
|
|
|
|
73,647
|
|
|
42.5
|
%
|
||
|
|
Total Real Estate Properties
|
172
|
|
|
|
|
$
|
166,279
|
|
|
96.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Mortgage and Other Notes Receivable
|
|
|
|
|
|
|
|
|||||||
|
Need-Driven Senior Housing
|
3
|
|
|
310
|
|
|
$
|
1,022
|
|
|
0.6
|
%
|
|
|
Medical Facilities
|
8
|
|
|
664
|
|
|
2,589
|
|
|
1.5
|
%
|
||
|
Other Notes Receivable
|
—
|
|
|
—
|
|
|
3,402
|
|
|
2.0
|
%
|
||
|
|
Total Mortgage and Other Notes Receivable
|
11
|
|
|
|
|
|
7,013
|
|
|
4.0
|
%
|
|
|
|
Total Portfolio
|
183
|
|
|
|
|
$
|
173,292
|
|
|
100.0
|
%
|
Portfolio Summary
|
Properties
|
|
|
Beds/Sq. Ft.*
|
|
|
Revenue
|
|
%
|
|||||
|
Real Estate Properties
|
172
|
|
|
|
|
$
|
166,279
|
|
|
96.0
|
%
|
||
|
Mortgage and Other Notes Receivable
|
11
|
|
|
|
|
7,013
|
|
|
4.0
|
%
|
|||
|
|
Total Portfolio
|
183
|
|
|
|
|
|
$
|
173,292
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|||||
Summary of Facilities by Type
|
|
|
|
|
|
|
|
|||||||
|
Need-Driven Senior Housing
|
|
|
|
|
|
|
|
||||||
|
|
Assisted Living
|
65
|
|
|
3,454
|
|
|
$
|
39,962
|
|
|
23.0
|
%
|
|
|
Senior Living Campus
|
6
|
|
|
881
|
|
|
7,068
|
|
|
4.1
|
%
|
|
|
|
Total Need-Driven Senior Housing
|
71
|
|
|
4,335
|
|
|
47,030
|
|
|
27.1
|
%
|
|
|
Discretionary Senior Housing
|
|
|
|
|
|
|
|
||||||
|
|
Entrance-Fee Communities
|
7
|
|
|
1,587
|
|
|
1,505
|
|
|
0.9
|
%
|
|
|
|
Independent Living
|
28
|
|
|
3,114
|
|
|
45,120
|
|
|
26.0
|
%
|
|
|
|
Total Discretionary Senior Housing
|
35
|
|
|
4,701
|
|
|
46,625
|
|
|
26.9
|
%
|
|
|
|
Total Senior Housing
|
106
|
|
|
9,036
|
|
|
93,655
|
|
|
54.0
|
%
|
|
|
Medical Facilities
|
|
|
|
|
|
|
|
||||||
|
|
Skilled Nursing Facilities
|
71
|
|
|
8,964
|
|
|
66,480
|
|
|
38.4
|
%
|
|
|
|
Hospitals
|
4
|
|
|
251
|
|
|
8,769
|
|
|
5.0
|
%
|
|
|
|
Medical Office Buildings
|
2
|
|
|
88,517
|
|
*
|
986
|
|
|
0.6
|
%
|
|
|
|
Total Medical
|
77
|
|
|
|
|
|
76,235
|
|
|
44.0
|
%
|
|
|
|
Other
|
—
|
|
|
|
|
|
3,402
|
|
|
2.0
|
%
|
|
|
|
Total Portfolio
|
183
|
|
|
|
|
$
|
173,292
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Portfolio by Operator Type
|
|
|
|
|
|
|
|
|||||||
|
Public
|
53
|
|
|
|
|
$
|
45,696
|
|
|
26.4
|
%
|
||
|
National Chain (Privately-Owned)
|
29
|
|
|
|
|
49,545
|
|
|
28.5
|
%
|
|||
|
Regional
|
91
|
|
|
|
|
69,455
|
|
|
40.1
|
%
|
|||
|
Small
|
10
|
|
|
|
|
8,596
|
|
|
5.0
|
%
|
|||
|
|
Total Portfolio
|
183
|
|
|
|
|
|
$
|
173,292
|
|
|
100.0
|
%
|
|
Year Ended December 31,
|
||||||||
|
2013
|
|
%
|
|
2014*
|
|
%
|
||
Medical Facilities
|
67,314
|
|
|
64%
|
|
74,427
|
|
|
36%
|
Need-Driven Senior Housing
|
36,386
|
|
|
34%
|
|
48,824
|
|
|
24%
|
Discretionary Senior Housing
|
2,329
|
|
|
2%
|
|
83,815
|
|
|
40%
|
|
106,029
|
|
|
100%
|
|
207,066
|
|
|
100%
|
|
2014
|
|
2013
|
|
2012
|
|
||||||
Regular
|
$
|
3.08
|
|
|
$
|
2.90
|
|
|
$
|
2.64
|
|
|
Special
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.22
|
|
1
|
|
$
|
3.08
|
|
|
$
|
2.90
|
|
|
$
|
2.86
|
|
|
|
|
|
|
|
|
|
1.
|
the nature of the estimates or assumptions is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change; and
|
2.
|
the impact of the estimates and assumptions on financial condition or operating performance is material.
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Current year
|
$
|
2,292
|
|
|
$
|
2,275
|
|
|
$
|
1,530
|
|
Prior year final certification
1
|
15
|
|
|
746
|
|
|
997
|
|
|||
Total percentage rent
|
$
|
2,307
|
|
|
$
|
3,021
|
|
|
$
|
2,527
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Revenues
|
$
|
65,704
|
|
|
$
|
42,636
|
|
|
$
|
6,335
|
|
|
|
|
|
|
|
||||||
Operating expenses, including management fees
|
43,389
|
|
|
27,419
|
|
|
4,329
|
|
|||
Lease expenses
|
21,859
|
|
|
14,579
|
|
|
1,937
|
|
|||
Depreciation and amortization
|
539
|
|
|
256
|
|
|
16
|
|
|||
Net Income (Loss)
|
$
|
(83
|
)
|
|
$
|
382
|
|
|
$
|
53
|
|
|
|
Properties
|
|
Asset Class
|
|
Amount
|
||
Lease Investments
|
|
|
|
|
|
|
||
Senior Living Communities
|
|
8
|
|
SHO
|
|
$
|
476,000
|
|
Bickford Senior Living
|
|
6
|
|
SHO
|
|
71,488
|
|
|
Prestige Senior Living
|
|
4
|
|
3 SNF & 1 SHO
|
|
45,115
|
|
|
Chancellor Health Care
|
|
2
|
|
SHO
|
|
17,150
|
|
|
Senior Living Management
|
|
1
|
|
SHO
|
|
700
|
|
|
Note Investments
|
|
|
|
|
|
|
||
Life Care Services
|
|
1
|
|
SHO
|
|
154,500
|
|
|
Senior Living Communities
|
|
N/A
|
|
N/A
|
|
15,000
|
|
|
Sycamore
|
|
N/A
|
|
N/A
|
|
500
|
|
|
|
|
|
|
|
|
$
|
780,453
|
|
•
|
Rental income increased
$60,250,000
primarily as a result of new real estate investments. During 2013 we completed $748,939,000 of new real estate investments. During 2014 we completed
$555,453,000
of new real estate investments. The increase in rental income included a
$9,993,000
increase in straight-line rent adjustments. Generally accepted accounting principles require rental income to be recognized on a straight-line basis over the term of the lease to give effect to scheduled rent escalators. Future increases in rental income depend on our ability to make new investments which meet our underwriting criteria.
|
•
|
Interest income from mortgage and other notes decreased
$620,000
primarily due to the settlement of outstanding notes receivable balances from ElderTrust and SeniorTrust, partially offset by interest income on a note receivable from Sycamore which began in July 2013. Unless we continue to make new investments in loans, our interest income will continue to decrease due to the normal amortization and scheduled maturities of our loans.
|
•
|
Depreciation expense recognized in continuing operations increased
$17,977,000
compared to the prior year primarily due to new real estate investments completed during 2013 and 2014.
|
•
|
Interest expense relates to borrowings on our credit facility, the convertible senior notes issued in March 2014 and debt assumed in the acquisition of real estate. The
$16,691,000
increase in interest expense and amortization of debt issuance costs resulted from (a) the issuance of 3.25% coupon convertible debt of $200,000,000 to reduce lower interest borrowings on our revolving credit facility, and (b) expanded borrowings used to fund new real estate investments in 2014. We expect to partially fund additional healthcare real estate investments in 2015 with borrowings from our bank credit facility. During the first quarter of 2014, we made modifications to our credit facility and as a result have written off
$2,145,000
of previously unamortized debt issuance costs. Upfront fees and other debt-related costs are amortized over the term of the credit facility. On December 31, 2014, we repaid two Fannie Mae mortgage loans and, as a result, recognized the remaining unamortized debt premium balance of
$1,655,000
.
|
•
|
Legal expenses were
$575,000
lower in 2014 when compared to 2013 primarily as a result of litigation which reached final settlement in April 2013.
|
•
|
During 2013 we recorded an impairment of $4,037,000 related to a mortgage note receivable. In September 2013 we received $3,293,000 as full payment of a mortgage note and recorded a recovery of a previous writedown of $2,061,000.
|
•
|
Rental income increased $24,547,000 when compared to the same period in the prior year primarily as a result of new real estate investments of $748,939,000 and $129,851,000 funded during 2013 and 2012. Our Holiday investment of $492,959,000 was funded on December 23, 2013 and contributed minimally to the increase, as it was placed in service during the last days of the year. Future increases in rental income depend on our ability to make new investments which meet our underwriting criteria.
|
•
|
Interest income from mortgage and other notes increased by
$207,000
due to our loans with Capital Funding Group and Sycamore but most of the increase was offset by (1) the settlement of outstanding notes receivable balances from not-for-profit borrowers, ElderTrust and SeniorTrust totaling $28,741,000, and (2) the payoff of a mortgage receivable of $3,293,000 secured by a facility in Georgia which resulted in a recovery of a previous writedown of $2,061,000.
|
•
|
Depreciation expense recognized in continuing operations increased $5,329,000 compared to the prior year primarily due to new real estate investments completed during 2012 and 2013.
|
•
|
Interest expense, which includes amortization of loan costs of $706,000 and $320,000 for the years ended December 31, 2013 and 2012, respectively, relates to our borrowings on our credit facility and debt assumptions to fund new real estate and loan investments. Amortization of loan costs for 2013 includes $416,000 which were written off as a result of the modifications we made to the credit facility at the end of the second quarter. Upfront fees and other loan-related costs are amortized over the term of the credit facility. The increase in interest expense and loan cost amortization of $5,737,000 resulted from expanded borrowings used to fund new real estate investments in 2012 and 2013.
|
•
|
General and administrative expenses for 2013 increased $1,455,000 when compared to 2012 primarily due to higher consulting and advisory costs resulting from our increased investment activity, employee compensation and $210,000 in transaction costs related to two business combinations completed during 2013.
|
•
|
Loan and realty losses include an impairment of $4,037,000 recorded in March 2013 related to our estimate of the underlying value of the collateral for the SeniorTrust note. In September 2013 we received $3,293,000 as full payment of a mortgage note and recorded a recovery of a previous writedown of $2,061,000. The 2012 recovery represents the net of an initial impairment of $2,300,000 recorded against our SeniorTrust note receivable collected in 2013 and the recovery of $4,495,000 on a note secured by three SNFs in Georgia.
|
•
|
In 2013, investment and other gains included the write-off of a $3,256,000 contingent purchase liability that was not required to be paid. Also in 2013 we recognized a gain of $19,370,000 on our sale of six skilled nursing facilities to our tenant, NHC, and a gain of $2,888,000 on two other dispositions discussed in Note 11 to the consolidated financial statements. In 2012 gains related primarily to a recovery on a previously written-off mortgage note receivable.
|
|
Year Ended
|
|
One Year Change
|
|
Year Ended
|
|
One Year Change
|
|||||||||||||||||
|
12/31/2014
|
|
12/31/2013
|
|
$
|
|
%
|
|
12/31/12
|
|
$
|
|
%
|
|||||||||||
Cash and cash equivalents at beginning of period
|
$
|
11,312
|
|
|
$
|
9,172
|
|
|
$
|
2,140
|
|
|
23.3
|
%
|
|
15,886
|
|
|
$
|
(6,714
|
)
|
|
(42.3
|
)%
|
Net cash provided by operating activities
|
126,143
|
|
|
104,193
|
|
|
21,950
|
|
|
21.1
|
%
|
|
86,266
|
|
|
17,927
|
|
|
20.8
|
%
|
||||
Net cash used in investing activities
|
(540,316
|
)
|
|
(625,824
|
)
|
|
85,508
|
|
|
(13.7
|
)%
|
|
(99,810
|
)
|
|
(526,014
|
)
|
|
NM
|
|
||||
Net cash provided by financing activities
|
406,148
|
|
|
523,771
|
|
|
(117,623
|
)
|
|
NM
|
|
|
6,830
|
|
|
516,941
|
|
|
NM
|
|
||||
Cash and cash equivalents at end of period
|
$
|
3,287
|
|
|
$
|
11,312
|
|
|
$
|
(8,025
|
)
|
|
(70.9
|
)%
|
|
9,172
|
|
|
$
|
2,140
|
|
|
23.3
|
%
|
Date Entered
|
|
Maturity Date
|
|
Fixed Rate
|
|
Rate Index
|
|
Notional Amount
|
|
Fair Value
|
||||
May 2012
|
|
April 2019
|
|
3.29%
|
|
1-month LIBOR
|
|
$
|
40,000
|
|
|
$
|
(98
|
)
|
June 2013
|
|
June 2020
|
|
3.86%
|
|
1-month LIBOR
|
|
$
|
80,000
|
|
|
$
|
(1,814
|
)
|
March 2014
|
|
June 2020
|
|
3.91%
|
|
1-month LIBOR
|
|
$
|
130,000
|
|
|
$
|
(3,281
|
)
|
|
Total
|
|
Less than 1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than 5 years
|
||||||||||
Debt, including interest
1
|
$
|
1,030,721
|
|
|
$
|
25,140
|
|
|
$
|
75,391
|
|
|
$
|
657,553
|
|
|
$
|
272,637
|
|
Real estate purchase liabilities
|
3,000
|
|
|
3,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Construction commitments
|
7,407
|
|
|
7,407
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Loan commitments
|
12,184
|
|
|
12,184
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
$
|
1,053,312
|
|
|
$
|
47,731
|
|
|
$
|
75,391
|
|
|
$
|
657,553
|
|
|
$
|
272,637
|
|
|
Asset Class
|
|
Type
|
|
Total
|
|
Funded
|
|
Remaining
|
||||||
Commitments:
|
|
|
|
|
|
|
|
|
|
||||||
Senior Living Communities
|
SHO
|
|
Revolving Credit
|
|
$
|
15,000,000
|
|
|
$
|
(2,816,000
|
)
|
|
$
|
12,184,000
|
|
Capital Funding Group
|
Mezz. Note
|
|
Revolving Credit
|
|
$
|
15,000,000
|
|
|
$
|
(15,000,000
|
)
|
|
$
|
—
|
|
Bickford Senior Living
|
SHO
|
|
Construction
|
|
$
|
9,000,000
|
|
|
$
|
(7,811,000
|
)
|
|
$
|
1,189,000
|
|
Chancellor Health Care
|
SHO
|
|
Construction
|
|
$
|
8,000,000
|
|
|
$
|
(4,584,000
|
)
|
|
$
|
3,416,000
|
|
Kentucky River Medical Center
|
Hospital
|
|
Renovation
|
|
$
|
8,000,000
|
|
|
$
|
(7,583,000
|
)
|
|
$
|
417,000
|
|
Santé Partners
|
SHO
|
|
Renovation
|
|
$
|
3,500,000
|
|
|
$
|
(2,621,000
|
)
|
|
$
|
879,000
|
|
Prestige Senior Living
|
SHO
|
|
Renovation
|
|
$
|
2,000,000
|
|
|
$
|
(1,555,000
|
)
|
|
$
|
445,000
|
|
Holiday Retirement
|
SHO
|
|
Renovation
|
|
$
|
1,500,000
|
|
|
$
|
(1,126,000
|
)
|
|
$
|
374,000
|
|
Senior Living Management
|
SHO
|
|
Renovation
|
|
$
|
700,000
|
|
|
$
|
(13,000
|
)
|
|
$
|
687,000
|
|
Sycamore Street (Bickford affiliate)
|
SHO
|
|
Revolving Credit
|
|
$
|
500,000
|
|
|
$
|
(500,000
|
)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Contingencies:
|
|
|
|
|
|
|
|
|
|
||||||
Prestige Senior Living
|
SHO
|
|
Lease Inducement
|
|
$
|
6,390,000
|
|
|
$
|
—
|
|
|
$
|
6,390,000
|
|
Sycamore Street (Bickford affiliate)
|
SHO
|
|
Letter-of-credit
|
|
$
|
3,550,000
|
|
|
$
|
—
|
|
|
$
|
3,550,000
|
|
Discovery Senior Living
|
SHO
|
|
Lease Inducement
|
|
$
|
2,500,000
|
|
|
$
|
—
|
|
|
$
|
2,500,000
|
|
Santé Partners
|
Hospital
|
|
Loan
|
|
$
|
2,000,000
|
|
|
$
|
—
|
|
|
$
|
2,000,000
|
|
Santé Partners
|
SHO
|
|
Lease Inducement
|
|
$
|
2,000,000
|
|
|
$
|
—
|
|
|
$
|
2,000,000
|
|
|
December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Net income
|
$
|
103,052
|
|
|
$
|
107,182
|
|
|
$
|
90,898
|
|
Interest expense at contractual rates
|
23,878
|
|
|
8,944
|
|
|
3,380
|
|
|||
Franchise, excise and other taxes
|
620
|
|
|
616
|
|
|
771
|
|
|||
Depreciation in continuing and discontinued operations
|
38,078
|
|
|
20,658
|
|
|
16,981
|
|
|||
Amortization of debt issuance costs and bond discount
|
2,580
|
|
|
247
|
|
|
320
|
|
|||
Net gain on sales of real estate
|
—
|
|
|
(22,258
|
)
|
|
(11,966
|
)
|
|||
Investment gains
|
—
|
|
|
(3,256
|
)
|
|
(4,760
|
)
|
|||
Debt issuance costs expensed due to credit facility modifications
|
2,145
|
|
|
416
|
|
|
—
|
|
|||
Write-off of unamortized debt premium
|
(1,655
|
)
|
|
—
|
|
|
—
|
|
|||
Non-cash write-off of straight-line rent receivable
|
932
|
|
|
—
|
|
|
963
|
|
|||
Write-offs and expenses due to early lease termination
|
—
|
|
|
—
|
|
|
297
|
|
|||
Acquisition costs under business combination accounting
|
89
|
|
|
208
|
|
|
—
|
|
|||
Legal settlement
|
—
|
|
|
—
|
|
|
365
|
|
|||
Loan impairment and recoveries of previous write-downs
|
—
|
|
|
1,976
|
|
|
(2,195
|
)
|
|||
Other items, net
|
—
|
|
|
—
|
|
|
(271
|
)
|
|||
Adjusted EBITDA
|
$
|
169,719
|
|
|
$
|
114,733
|
|
|
$
|
94,783
|
|
|
December 31,
|
||||||
Assets:
|
2014
|
|
2013
|
||||
Real estate properties:
|
|
|
|
||||
Land
|
$
|
127,566
|
|
|
$
|
91,770
|
|
Buildings and improvements
|
1,854,855
|
|
|
1,320,567
|
|
||
Construction in progress
|
6,428
|
|
|
9,665
|
|
||
|
1,988,849
|
|
|
1,422,002
|
|
||
Less accumulated depreciation
|
(212,300
|
)
|
|
(174,262
|
)
|
||
Real estate properties, net
|
1,776,549
|
|
|
1,247,740
|
|
||
Mortgage and other notes receivable, net
|
63,630
|
|
|
60,639
|
|
||
Investment in preferred stock, at cost
|
38,132
|
|
|
38,132
|
|
||
Cash and cash equivalents
|
3,287
|
|
|
11,312
|
|
||
Marketable securities
|
15,503
|
|
|
12,650
|
|
||
Straight-line rent receivable
|
35,154
|
|
|
18,691
|
|
||
Equity-method investment and other assets
|
50,705
|
|
|
66,656
|
|
||
Total Assets
|
$
|
1,982,960
|
|
|
$
|
1,455,820
|
|
|
|
|
|
||||
Liabilities and Equity:
|
|
|
|
||||
Debt
|
$
|
862,726
|
|
|
$
|
617,080
|
|
Real estate purchase liabilities
|
3,000
|
|
|
2,600
|
|
||
Accounts payable and accrued expenses
|
15,718
|
|
|
8,011
|
|
||
Dividends payable
|
28,864
|
|
|
24,293
|
|
||
Lease deposit liabilities
|
21,648
|
|
|
22,775
|
|
||
Deferred income
|
1,071
|
|
|
3,901
|
|
||
Total Liabilities
|
933,027
|
|
|
678,660
|
|
||
|
|
|
|
||||
Commitments and Contingencies
|
|
|
|
||||
|
|
|
|
||||
National Health Investors Stockholders' Equity:
|
|
|
|
||||
Common stock, $.01 par value; 60,000,000 and 40,000,000 shares authorized;
|
|
|
|
||||
37,485,902 and 33,051,176 shares issued and outstanding, respectively
|
375
|
|
|
330
|
|
||
Capital in excess of par value
|
1,033,896
|
|
|
753,635
|
|
||
Cumulative net income in excess (deficit) of dividends
|
(569
|
)
|
|
3,043
|
|
||
Accumulated other comprehensive income
|
6,223
|
|
|
9,538
|
|
||
Total National Health Investors Stockholders' Equity
|
1,039,925
|
|
|
766,546
|
|
||
Noncontrolling interest
|
10,008
|
|
|
10,614
|
|
||
Total Equity
|
1,049,933
|
|
|
777,160
|
|
||
Total Liabilities and Equity
|
$
|
1,982,960
|
|
|
$
|
1,455,820
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
|
|
|
|
|
|
||||||
Revenues:
|
|
|
|
|
|
||||||
Rental income
|
$
|
166,279
|
|
|
$
|
106,029
|
|
|
$
|
81,482
|
|
Interest income from mortgage and other notes
|
7,013
|
|
|
7,633
|
|
|
7,426
|
|
|||
Investment income and other
|
4,217
|
|
|
4,166
|
|
|
4,409
|
|
|||
|
177,509
|
|
|
117,828
|
|
|
93,317
|
|
|||
Expenses:
|
|
|
|
|
|
||||||
Depreciation
|
38,078
|
|
|
20,101
|
|
|
14,772
|
|
|||
Interest
|
26,372
|
|
|
9,229
|
|
|
3,492
|
|
|||
Legal
|
209
|
|
|
784
|
|
|
766
|
|
|||
Franchise, excise and other taxes
|
620
|
|
|
616
|
|
|
771
|
|
|||
General and administrative
|
9,107
|
|
|
9,254
|
|
|
7,799
|
|
|||
Loan and realty losses (recoveries), net
|
—
|
|
|
1,976
|
|
|
(2,195
|
)
|
|||
|
74,386
|
|
|
41,960
|
|
|
25,405
|
|
|||
Income before equity-method investee, investment and other gains,
|
|
|
|
|
|
||||||
discontinued operations and noncontrolling interest
|
103,123
|
|
|
75,868
|
|
|
67,912
|
|
|||
Income (loss) from equity-method investee
|
(71
|
)
|
|
324
|
|
|
45
|
|
|||
Investment and other gains
|
—
|
|
|
3,306
|
|
|
4,877
|
|
|||
Income from continuing operations
|
103,052
|
|
|
79,498
|
|
|
72,834
|
|
|||
Discontinued operations
|
|
|
|
|
|
||||||
Income from operations - discontinued
|
—
|
|
|
5,426
|
|
|
6,098
|
|
|||
Gain on sale of real estate
|
—
|
|
|
22,258
|
|
|
11,966
|
|
|||
Income from discontinued operations
|
—
|
|
|
27,684
|
|
|
18,064
|
|
|||
Net income
|
103,052
|
|
|
107,182
|
|
|
90,898
|
|
|||
Less: net income attributable to noncontrolling interest
|
(1,443
|
)
|
|
(999
|
)
|
|
(167
|
)
|
|||
Net income attributable to common stockholders
|
$
|
101,609
|
|
|
$
|
106,183
|
|
|
$
|
90,731
|
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding:
|
|
|
|
|
|
||||||
Basic
|
33,375,966
|
|
|
28,362,398
|
|
|
27,811,813
|
|
|||
Diluted
|
33,416,014
|
|
|
28,397,702
|
|
|
27,838,720
|
|
|||
Earnings per common share:
|
|
|
|
|
|
||||||
Basic:
|
|
|
|
|
|
||||||
Income from continuing operations attributable to common stockholders
|
$
|
3.04
|
|
|
$
|
2.77
|
|
|
$
|
2.61
|
|
Discontinued operations
|
—
|
|
|
.97
|
|
|
.65
|
|
|||
Net income per common share attributable to common stockholders
|
$
|
3.04
|
|
|
$
|
3.74
|
|
|
$
|
3.26
|
|
Diluted:
|
|
|
|
|
|
||||||
Income from continuing operations attributable to common stockholders
|
$
|
3.04
|
|
|
$
|
2.77
|
|
|
$
|
2.61
|
|
Discontinued operations
|
—
|
|
|
.97
|
|
|
.65
|
|
|||
Net income per common share attributable to common stockholders
|
$
|
3.04
|
|
|
$
|
3.74
|
|
|
$
|
3.26
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
|
|
|
|
|
|
||||||
Net income
|
$
|
103,052
|
|
|
$
|
107,182
|
|
|
$
|
90,898
|
|
Other comprehensive income:
|
|
|
|
|
|
||||||
Change in unrealized gains on securities
|
2,853
|
|
|
(234
|
)
|
|
1,645
|
|
|||
Less: reclassification adjustment for gains in net income
|
—
|
|
|
—
|
|
|
(30
|
)
|
|||
Increase (decrease) in fair value of cash flow hedge
|
(2,032
|
)
|
|
3,563
|
|
|
(1,017
|
)
|
|||
Less: reclassification adjustment for amounts recognized in net income
|
(4,136
|
)
|
|
(1,346
|
)
|
|
(224
|
)
|
|||
Total other comprehensive income (loss)
|
(3,315
|
)
|
|
1,983
|
|
|
374
|
|
|||
Comprehensive income
|
99,737
|
|
|
109,165
|
|
|
91,272
|
|
|||
Less: comprehensive income attributable to noncontrolling interest
|
(1,443
|
)
|
|
(999
|
)
|
|
(167
|
)
|
|||
Comprehensive income attributable to common stockholders
|
$
|
98,294
|
|
|
$
|
108,166
|
|
|
$
|
91,105
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
103,052
|
|
|
$
|
107,182
|
|
|
$
|
90,898
|
|
Adjustments to reconcile net income to net cash provided by
|
|
|
|
|
|
||||||
operating activities:
|
|
|
|
|
|
||||||
Depreciation
|
38,078
|
|
|
20,658
|
|
|
16,981
|
|
|||
Amortization
|
2,611
|
|
|
247
|
|
|
320
|
|
|||
Straight-line rental income
|
(16,463
|
)
|
|
(6,560
|
)
|
|
(3,664
|
)
|
|||
Unamortized debt premium written off
|
(1,655
|
)
|
|
—
|
|
|
—
|
|
|||
Write-off of debt issuance costs
|
2,145
|
|
|
416
|
|
|
—
|
|
|||
Loan and realty losses (recoveries), net
|
—
|
|
|
1,976
|
|
|
(2,195
|
)
|
|||
Gain on sale of real estate
|
—
|
|
|
(22,258
|
)
|
|
(11,966
|
)
|
|||
Gain on payoff of mortgage note
|
—
|
|
|
—
|
|
|
(4,605
|
)
|
|||
Gain on purchase liability settlement
|
—
|
|
|
(3,256
|
)
|
|
—
|
|
|||
Net realized gains on sales of marketable securities
|
—
|
|
|
—
|
|
|
(30
|
)
|
|||
Share-based compensation
|
2,020
|
|
|
2,339
|
|
|
2,168
|
|
|||
(Income) loss from equity-method investee
|
71
|
|
|
(324
|
)
|
|
(45
|
)
|
|||
Change in operating assets and liabilities:
|
|
|
|
|
|
||||||
Equity-method investment and other assets
|
(2,334
|
)
|
|
(659
|
)
|
|
(745
|
)
|
|||
Accounts payable and accrued expenses
|
1,448
|
|
|
2,495
|
|
|
(512
|
)
|
|||
Deferred income
|
(2,830
|
)
|
|
1,937
|
|
|
(339
|
)
|
|||
Net cash provided by operating activities
|
126,143
|
|
|
104,193
|
|
|
86,266
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Investment in mortgage and other notes receivable
|
(4,447
|
)
|
|
(11,082
|
)
|
|
(16,241
|
)
|
|||
Collection of mortgage and other notes receivable
|
1,456
|
|
|
18,976
|
|
|
17,463
|
|
|||
Investment in real estate
|
(520,505
|
)
|
|
(635,971
|
)
|
|
(110,601
|
)
|
|||
Investment in real estate development
|
(8,455
|
)
|
|
(11,926
|
)
|
|
—
|
|
|||
Investment in renovations of existing real estate
|
(4,211
|
)
|
|
(6,773
|
)
|
|
—
|
|
|||
Payments into facility repair escrows
|
(1,554
|
)
|
|
—
|
|
|
—
|
|
|||
Investment in equity-method investment
|
—
|
|
|
—
|
|
|
(8,309
|
)
|
|||
Payment of real estate purchase liability
|
(2,600
|
)
|
|
—
|
|
|
(5,222
|
)
|
|||
Proceeds from disposition of real estate properties
|
—
|
|
|
20,952
|
|
|
22,975
|
|
|||
Proceeds from sales of marketable securities
|
—
|
|
|
—
|
|
|
125
|
|
|||
Net cash used in investing activities
|
(540,316
|
)
|
|
(625,824
|
)
|
|
(99,810
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Net change in borrowings under revolving credit facilities
|
207,000
|
|
|
103,000
|
|
|
(33,300
|
)
|
|||
Proceeds from convertible senior notes
|
200,000
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from issuance of secured debt
|
38,007
|
|
|
—
|
|
|
—
|
|
|||
Borrowings on term loan
|
130,000
|
|
|
330,000
|
|
|
120,000
|
|
|||
Payments of term loans
|
(328,515
|
)
|
|
(99,655
|
)
|
|
—
|
|
|||
Debt issuance costs
|
(8,443
|
)
|
|
(5,867
|
)
|
|
(766
|
)
|
|||
Proceeds from equity offering, net
|
270,798
|
|
|
282,542
|
|
|
—
|
|
|||
Proceeds from exercise of stock options
|
—
|
|
|
146
|
|
|
(2
|
)
|
|||
Distributions to noncontrolling interest
|
(2,049
|
)
|
|
(1,250
|
)
|
|
(177
|
)
|
|||
Dividends paid to stockholders
|
(100,650
|
)
|
|
(85,145
|
)
|
|
(78,925
|
)
|
|||
Net cash provided by financing activities
|
406,148
|
|
|
523,771
|
|
|
6,830
|
|
|||
|
|
|
|
|
|
||||||
Increase (decrease) in cash and cash equivalents
|
(8,025
|
)
|
|
2,140
|
|
|
(6,714
|
)
|
|||
Cash and cash equivalents, beginning of period
|
11,312
|
|
|
9,172
|
|
|
15,886
|
|
|||
Cash and cash equivalents, end of period
|
$
|
3,287
|
|
|
$
|
11,312
|
|
|
$
|
9,172
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
|
|
|
|
||||||||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||||||
Interest paid, net of amounts capitalized
|
$
|
22,172
|
|
|
$
|
7,964
|
|
|
$
|
3,240
|
|
Supplemental disclosure of non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Settlement of mortgage note by real estate acquisition
|
$
|
—
|
|
|
$
|
13,741
|
|
|
$
|
—
|
|
Lease escrow deposits
|
$
|
—
|
|
|
$
|
22,775
|
|
|
$
|
—
|
|
Escrow deposit for tax deferred exchange
|
$
|
—
|
|
|
$
|
23,813
|
|
|
$
|
—
|
|
Tax deferred exchange funds applied to investment in real estate
|
$
|
23,813
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Conditional consideration in asset acquisition
|
$
|
3,000
|
|
|
$
|
1,600
|
|
|
$
|
—
|
|
Accounts payable increase due to investments in real estate
|
$
|
2,091
|
|
|
$
|
3,086
|
|
|
$
|
—
|
|
Accounts payable increase due to escrow deposits
|
$
|
2,062
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Assumption of debt in real estate acquisition, at fair value
|
$
|
7,858
|
|
|
$
|
80,528
|
|
|
$
|
19,250
|
|
Noncontrolling interest conveyed in acquisition
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10,964
|
|
Increase (decrease) in fair value of cash flow hedge
|
$
|
(2,032
|
)
|
|
$
|
3,563
|
|
|
$
|
(1,017
|
)
|
Assignment of net assets in equity-method investee
|
$
|
—
|
|
|
$
|
817
|
|
|
$
|
—
|
|
|
Common Stock
|
|
Capital in Excess of Par Value
|
|
Cumulative Net Income in Excess (Deficit) of Dividends
|
|
Accumulated Other Comprehensive Income
|
|
Total National Health Investors Stockholders' Equity
|
|
Noncontrolling Interest
|
|
Total Equity
|
|||||||||||||||||
|
Shares
|
|
Amount
|
|
|
|
|
|
|
|||||||||||||||||||||
Balances at December 31, 2011
|
27,751,208
|
|
|
$
|
278
|
|
|
$
|
465,678
|
|
|
$
|
(29,652
|
)
|
|
$
|
7,181
|
|
|
$
|
443,485
|
|
|
$
|
—
|
|
|
$
|
443,485
|
|
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
90,731
|
|
|
374
|
|
|
91,105
|
|
|
167
|
|
|
91,272
|
|
|||||||
Noncontrolling interest conveyed in acquisition
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,964
|
|
|
10,964
|
|
|||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(266
|
)
|
|
(266
|
)
|
|||||||
Shares issued on stock options exercised
|
106,009
|
|
|
1
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
2,168
|
|
|
—
|
|
|
—
|
|
|
2,168
|
|
|
—
|
|
|
2,168
|
|
|||||||
Dividends declared, $2.86 per common share
|
—
|
|
|
—
|
|
|
—
|
|
|
(79,574
|
)
|
|
—
|
|
|
(79,574
|
)
|
|
—
|
|
|
(79,574
|
)
|
|||||||
Balances at December 31, 2012
|
27,857,217
|
|
|
$
|
279
|
|
|
$
|
467,843
|
|
|
$
|
(18,495
|
)
|
|
$
|
7,555
|
|
|
$
|
457,182
|
|
|
$
|
10,865
|
|
|
$
|
468,047
|
|
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
106,183
|
|
|
1,983
|
|
|
108,166
|
|
|
999
|
|
|
109,165
|
|
|||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,250
|
)
|
|
(1,250
|
)
|
|||||||
Issuance of common stock, net
|
5,175,000
|
|
|
51
|
|
|
282,490
|
|
|
—
|
|
|
—
|
|
|
282,541
|
|
|
—
|
|
|
282,541
|
|
|||||||
Shares issued on stock options exercised
|
18,959
|
|
|
—
|
|
|
146
|
|
|
—
|
|
|
—
|
|
|
146
|
|
|
—
|
|
|
146
|
|
|||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
2,339
|
|
|
—
|
|
|
—
|
|
|
2,339
|
|
|
—
|
|
|
2,339
|
|
|||||||
Assignment of net assets in equity-method investee
|
—
|
|
|
—
|
|
|
817
|
|
|
—
|
|
|
—
|
|
|
817
|
|
|
—
|
|
|
817
|
|
|||||||
Dividends declared, $2.90 per common share
|
—
|
|
|
—
|
|
|
—
|
|
|
(84,645
|
)
|
|
—
|
|
|
(84,645
|
)
|
|
—
|
|
|
(84,645
|
)
|
|||||||
Balances at December 31, 2013
|
33,051,176
|
|
|
$
|
330
|
|
|
$
|
753,635
|
|
|
$
|
3,043
|
|
|
$
|
9,538
|
|
|
$
|
766,546
|
|
|
$
|
10,614
|
|
|
$
|
777,160
|
|
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
101,609
|
|
|
(3,315
|
)
|
|
98,294
|
|
|
1,443
|
|
|
99,737
|
|
|||||||
Distributions to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,049
|
)
|
|
(2,049
|
)
|
|||||||
Issuance of common stock, net
|
4,427,500
|
|
|
44
|
|
|
270,754
|
|
|
—
|
|
|
—
|
|
|
270,798
|
|
|
—
|
|
|
270,798
|
|
|||||||
Shares issued on stock options exercised
|
7,226
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
2,020
|
|
|
—
|
|
|
—
|
|
|
2,020
|
|
|
—
|
|
|
2,020
|
|
|||||||
Debt conversion feature
|
—
|
|
|
—
|
|
|
7,487
|
|
|
—
|
|
|
—
|
|
|
7,487
|
|
|
—
|
|
|
7,487
|
|
|||||||
Dividends declared, $3.08 per common share
|
—
|
|
|
—
|
|
|
—
|
|
|
(105,221
|
)
|
|
—
|
|
|
(105,221
|
)
|
|
—
|
|
|
(105,221
|
)
|
|||||||
Balances at December 31, 2014
|
37,485,902
|
|
|
$
|
375
|
|
|
$
|
1,033,896
|
|
|
$
|
(569
|
)
|
|
$
|
6,223
|
|
|
$
|
1,039,925
|
|
|
$
|
10,008
|
|
|
$
|
1,049,933
|
|
Operator
|
|
Properties
|
|
Asset Class
|
|
Amount
|
||
Senior Living Communities
|
|
8
|
|
SHO
|
|
$
|
476,000
|
|
Bickford Senior Living
|
|
1
|
|
SHO
|
|
16,488
|
|
|
Prestige Senior Living
|
|
4
|
|
3 SNF & 1 SHO
|
|
45,115
|
|
|
Chancellor Health Care
|
|
2
|
|
SHO
|
|
17,150
|
|
|
Senior Living Management
|
|
1
|
|
SHO
|
|
700
|
|
|
|
|
|
|
|
|
$
|
555,453
|
|
|
2014
|
|
2013
|
||||
Revenue
|
$
|
215,398
|
|
|
$
|
157,250
|
|
Net income
|
$
|
119,929
|
|
|
$
|
125,460
|
|
Net income available to common stockholders
|
$
|
118,486
|
|
|
$
|
124,461
|
|
Basic earnings per common share
|
$
|
3.16
|
|
|
$
|
3.80
|
|
Diluted earnings per common share
|
$
|
3.16
|
|
|
$
|
3.79
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Current year
|
$
|
2,292
|
|
|
$
|
2,275
|
|
|
$
|
1,530
|
|
Prior year final certification
1
|
15
|
|
|
746
|
|
|
997
|
|
|||
Total percentage rent
|
$
|
2,307
|
|
|
$
|
3,021
|
|
|
$
|
2,527
|
|
2015
|
|
$
|
182,195
|
|
2016
|
|
183,255
|
|
|
2017
|
|
183,353
|
|
|
2018
|
|
172,155
|
|
|
2019
|
|
167,924
|
|
|
Thereafter
|
|
1,531,958
|
|
|
|
|
$
|
2,420,840
|
|
|
As of December 31,
|
||||||
|
2014
|
|
2013
|
||||
Equity-method investment in OpCo
|
$
|
9,424
|
|
|
$
|
9,494
|
|
Debt issuance costs
|
11,491
|
|
|
7,366
|
|
||
Accounts receivable and other assets
|
3,818
|
|
|
2,502
|
|
||
Replacement reserve and tax escrows
|
4,324
|
|
|
706
|
|
||
Lease escrow deposits
|
21,648
|
|
|
22,775
|
|
||
Escrow deposit for tax deferred exchange
|
—
|
|
|
23,813
|
|
||
|
$
|
50,705
|
|
|
$
|
66,656
|
|
|
December 31, 2014
|
|
December 31, 2013
|
||||||||||||
|
Amortized Cost
|
|
|
Fair Value
|
|
|
Amortized Cost
|
|
|
Fair Value
|
|
||||
Common stock of other healthcare REITs
|
$
|
4,088
|
|
|
$
|
15,503
|
|
|
$
|
4,088
|
|
|
$
|
12,650
|
|
|
As of December 31,
|
||||||
|
2014
|
|
2013
|
||||
Convertible senior notes - unsecured (net of discount of $6,963)
|
$
|
193,037
|
|
|
$
|
—
|
|
Revolving credit facility - unsecured
|
374,000
|
|
|
167,000
|
|
||
Bank term loans - unsecured
|
250,000
|
|
|
370,000
|
|
||
HUD mortgage loans (net of discount of $1,662)
|
45,689
|
|
|
—
|
|
||
Fannie Mae term loans - secured (including premium of $1,756)
|
—
|
|
|
80,080
|
|
||
|
$
|
862,726
|
|
|
$
|
617,080
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Interest expense at contractual rates
|
$
|
23,878
|
|
|
$
|
8,944
|
|
|
$
|
3,380
|
|
Capitalized interest
|
(576
|
)
|
|
(378
|
)
|
|
(208
|
)
|
|||
Amortization of debt premiums, discounts and issuance costs
|
2,580
|
|
|
247
|
|
|
320
|
|
|||
Unamortized premium written off as a result of debt payoff
|
(1,655
|
)
|
|
—
|
|
|
—
|
|
|||
Debt issuance costs expensed due to credit facility modifications
|
2,145
|
|
|
416
|
|
|
—
|
|
|||
Total interest expense
|
$
|
26,372
|
|
|
$
|
9,229
|
|
|
$
|
3,492
|
|
Date Entered
|
|
Maturity Date
|
|
Fixed Rate
|
|
Rate Index
|
|
Notional Amount
|
|
Fair Value
|
||||
May 2012
|
|
April 2019
|
|
3.29%
|
|
1-month LIBOR
|
|
$
|
40,000
|
|
|
$
|
(98
|
)
|
June 2013
|
|
June 2020
|
|
3.86%
|
|
1-month LIBOR
|
|
$
|
80,000
|
|
|
$
|
(1,814
|
)
|
March 2014
|
|
June 2020
|
|
3.91%
|
|
1-month LIBOR
|
|
$
|
130,000
|
|
|
$
|
(3,281
|
)
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Gain on payoff of mortgage note receivable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,605
|
|
Gains on sales of marketable securities
|
—
|
|
|
—
|
|
|
30
|
|
|||
Gain on purchase liability settlement
|
—
|
|
|
3,256
|
|
|
—
|
|
|||
Other gains
|
—
|
|
|
50
|
|
|
242
|
|
|||
|
$
|
—
|
|
|
$
|
3,306
|
|
|
$
|
4,877
|
|
|
2014
|
|
2013
|
|
2012
|
Dividend yield
|
5.0%
|
|
4.5%
|
|
6.0%
|
Expected volatility
|
21.5%
|
|
23.8%
|
|
32.0%
|
Expected lives
|
2.8 years
|
|
2.8 years
|
|
3.9 years
|
Risk-free interest rate
|
0.63%
|
|
0.35%
|
|
0.32%
|
|
|
|
|
|
Weighted Average
|
|
|
|||
|
Number
|
|
|
Weighted Average
|
|
Remaining
|
|
Aggregate
|
|
|
|
of Shares
|
|
|
Exercise Price
|
|
Contractual Life (Years)
|
|
Intrinsic Value
|
|
|
Outstanding December 31, 2011
|
509,422
|
|
|
$42.03
|
|
|
|
|
||
Options granted under 2005 Plan
|
340,000
|
|
|
$47.52
|
|
|
|
|
||
Options exercised under 1997 Plan
|
(19,266
|
)
|
|
$33.26
|
|
|
|
|
||
Options exercised under 2005 Plan
|
(618,481
|
)
|
|
$43.63
|
|
|
|
|
||
Outstanding December 31, 2012
|
211,675
|
|
|
$46.60
|
|
|
|
|
||
Options granted under 2005 Plan
|
360,000
|
|
|
$64.49
|
|
|
|
|
||
Options exercised under 2005 Plan
|
(55,001
|
)
|
|
$45.31
|
|
|
|
|
||
Outstanding December 31, 2013
|
516,674
|
|
|
$59.20
|
|
|
|
|
||
Options granted under 2012 Plan
|
400,000
|
|
|
$61.31
|
|
|
|
|
||
Options exercised under 2005 Plan
|
(26,670
|
)
|
|
$47.52
|
|
|
|
|
||
Options exercised under 2012 Plan
|
(3,333
|
)
|
|
$61.31
|
|
|
|
|
||
Options forfeited under 2012 Plan
|
(15,000
|
)
|
|
$64.49
|
|
|
|
|
||
Outstanding December 31, 2014
|
871,671
|
|
|
$60.43
|
|
3.41
|
|
$
|
8,308,000
|
|
|
|
|
|
|
|
|
|
|||
Exercisable December 31, 2014
|
644,990
|
|
|
$59.79
|
|
3.25
|
|
$
|
6,559,000
|
|
|
|
|
|
|
|
Remaining
|
|||
Grant
|
|
Number
|
|
|
Exercise
|
|
|
Contractual
|
|
Date
|
|
of Shares
|
|
|
Price
|
|
|
Life in Years
|
|
2/22/2011
|
|
15,000
|
|
|
$
|
45.58
|
|
|
1.15
|
2/25/2011
|
|
33,336
|
|
|
$
|
46.22
|
|
|
1.15
|
2/21/2012
|
|
81,668
|
|
|
$
|
47.52
|
|
|
2.15
|
2/25/2013
|
|
345,000
|
|
|
$
|
64.49
|
|
|
3.16
|
2/25/2014
|
|
396,667
|
|
|
$
|
61.31
|
|
|
4.16
|
Outstanding December 31, 2014
|
|
871,671
|
|
|
|
|
|
|
Number of Shares
|
|
|
Weighted Average Grant Date Fair Value
|
Non-vested December 31, 2013
|
193,344
|
|
|
$6.95
|
Options granted under 2012 Plan
|
400,000
|
|
|
$4.93
|
Options vested under 2012 Plan
|
(306,657
|
)
|
|
$5.34
|
Options vested under 2005 Plan
|
(60,006
|
)
|
|
$7.23
|
|
|
|
|
|
Non-vested December 31, 2014
|
226,681
|
|
|
$5.64
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Revenues:
|
|
|
|
|
|
||||||
Rental income
|
$
|
—
|
|
|
$
|
5,962
|
|
|
$
|
8,304
|
|
Other income
|
—
|
|
|
21
|
|
|
3
|
|
|||
Expenses:
|
|
|
|
|
|
||||||
Depreciation
|
—
|
|
|
557
|
|
|
2,209
|
|
|||
Operating income
|
—
|
|
|
5,426
|
|
|
6,098
|
|
|||
Gain on sale of real estate
|
—
|
|
|
22,258
|
|
|
11,966
|
|
|||
Total discontinued operations
|
$
|
—
|
|
|
$
|
27,684
|
|
|
$
|
18,064
|
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding:
|
|
|
|
|
|
||||||
Basic
|
33,375,966
|
|
|
28,362,398
|
|
|
27,811,813
|
|
|||
Diluted
|
33,416,014
|
|
|
28,397,702
|
|
|
27,838,720
|
|
|||
|
|
|
|
|
|
||||||
Discontinued operations income per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
—
|
|
|
$
|
.97
|
|
|
$
|
.65
|
|
Diluted
|
$
|
—
|
|
|
$
|
.97
|
|
|
$
|
.65
|
|
|
Year Ended December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Income from continuing operations attributable to common stockholders
|
$
|
101,609
|
|
|
$
|
78,499
|
|
|
$
|
72,667
|
|
Discontinued operations
|
—
|
|
|
27,684
|
|
|
18,064
|
|
|||
Net income attributable to common stockholders
|
$
|
101,609
|
|
|
$
|
106,183
|
|
|
$
|
90,731
|
|
|
|
|
|
|
|
||||||
BASIC:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
33,375,966
|
|
|
28,362,398
|
|
|
27,811,813
|
|
|||
|
|
|
|
|
|
||||||
Income from continuing operations per common share
|
$
|
3.04
|
|
|
$
|
2.77
|
|
|
$
|
2.61
|
|
Discontinued operations per common share
|
—
|
|
|
.97
|
|
|
.65
|
|
|||
Net income per common share
|
$
|
3.04
|
|
|
$
|
3.74
|
|
|
$
|
3.26
|
|
|
|
|
|
|
|
||||||
DILUTED:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
33,375,966
|
|
|
28,362,398
|
|
|
27,811,813
|
|
|||
Stock options and restricted shares
|
40,048
|
|
|
35,304
|
|
|
26,907
|
|
|||
Average dilutive common shares outstanding
|
33,416,014
|
|
|
28,397,702
|
|
|
27,838,720
|
|
|||
|
|
|
|
|
|
||||||
Income from continuing operations per common share
|
$
|
3.04
|
|
|
$
|
2.77
|
|
|
$
|
2.61
|
|
Discontinued operations per common share
|
—
|
|
|
.97
|
|
|
.65
|
|
|||
Net income per common share
|
$
|
3.04
|
|
|
$
|
3.74
|
|
|
$
|
3.26
|
|
|
|
|
|
|
|
||||||
Incremental shares excluded since anti-dilutive:
|
|
|
|
|
|
||||||
Stock options with an exercise price in excess of the average market price for our common shares
|
13,831
|
|
|
23,883
|
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Regular dividends declared per common share
|
$
|
3.08
|
|
|
$
|
2.90
|
|
|
$
|
2.64
|
|
Special dividends declared per common share
1
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
.22
|
|
|
|
|
|
|
|
||||||
1
Special dividends are paid in January following the year in which they are declared
|
|
|
|
|
|
(Unaudited)
|
2014
|
|
2013
|
|
2012
|
||||||
Ordinary income
|
$
|
2.53548
|
|
|
$
|
2.85895
|
|
|
$
|
2.6287
|
|
Capital gain
|
—
|
|
|
0.16493
|
|
|
0.0113
|
|
|||
Return of capital
|
0.54452
|
|
|
0.09612
|
|
|
—
|
|
|||
Dividends paid per common share
|
$
|
3.08
|
|
|
$
|
3.12
|
|
|
$
|
2.64
|
|
|
|
|
Fair Value Measurement
|
||||||
|
Balance Sheet Classification
|
|
December 31,
2014 |
|
December 31,
2013 |
||||
Level 1
|
|
|
|
|
|
||||
Common stock of other healthcare REITs
|
Marketable securities
|
|
$
|
15,503
|
|
|
$
|
12,650
|
|
|
|
|
|
|
|
||||
Level 2
|
|
|
|
|
|
||||
Interest rate swap asset
|
Other assets
|
|
$
|
—
|
|
|
$
|
975
|
|
Interest rate swap liability
|
Accrued expenses
|
|
$
|
5,193
|
|
|
$
|
—
|
|
|
|
|
|
|
|
||||
Level 3
|
|
|
|
|
|
||||
Contingent consideration
|
Real estate purchase liabilities
|
|
$
|
3,000
|
|
|
$
|
2,600
|
|
|
Fair Value Beginning of Period
|
|
|
Transfers Into Level 3
|
|
|
Realized Gains and (Losses)
|
|
|
Purchases, Issuances and Settlements
|
|
|
Fair Value at End of Period
|
|
|
Total Period Losses Included in Earnings Attributable to the Change in Unrealized Losses Relating to Assets Held at End of Year
|
|
||||||
2014
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contingent consideration
|
$
|
2,600
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
400
|
|
|
$
|
3,000
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
2013
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Contingent consideration
|
$
|
4,256
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,656
|
)
|
|
$
|
2,600
|
|
|
$
|
—
|
|
|
Carrying Amount
|
|
Fair Value Measurement
|
||||||||||||
|
2014
|
|
2013
|
|
2014
|
|
2013
|
||||||||
Level 2
|
|
|
|
|
|
|
|
||||||||
Variable rate debt
|
$
|
624,000
|
|
|
$
|
537,000
|
|
|
$
|
624,000
|
|
|
$
|
537,000
|
|
Fixed rate debt
|
$
|
238,726
|
|
|
$
|
80,080
|
|
|
$
|
254,150
|
|
|
$
|
79,365
|
|
|
|
|
|
|
|
|
|
||||||||
Level 3
|
|
|
|
|
|
|
|
||||||||
Mortgage and other notes receivable
|
$
|
63,630
|
|
|
$
|
60,639
|
|
|
$
|
72,435
|
|
|
$
|
67,201
|
|
2014
|
Quarter Ended
|
||||||||||||||
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
Net revenues
|
$
|
43,136
|
|
|
$
|
44,160
|
|
|
$
|
44,478
|
|
|
$
|
45,735
|
|
Investment and other gains
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
|
|||||||
Income from continuing operations attributable to common stockholders
|
23,533
|
|
|
25,294
|
|
|
25,250
|
|
|
27,532
|
|
||||
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income attributable to common stockholders
|
$
|
23,533
|
|
|
$
|
25,294
|
|
|
$
|
25,250
|
|
|
$
|
27,532
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
33,051,415
|
|
|
33,052,750
|
|
|
33,055,992
|
|
|
34,343,706
|
|
||||
Diluted
|
33,085,232
|
|
|
33,087,283
|
|
|
33,088,570
|
|
|
34,402,969
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Basic:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations attributable to common stockholders
|
$
|
.71
|
|
|
$
|
.77
|
|
|
$
|
.76
|
|
|
$
|
.80
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net income attributable to common stockholders
|
$
|
.71
|
|
|
$
|
.77
|
|
|
$
|
.76
|
|
|
$
|
.80
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted:
|
|
|
|
|
|
|
|
||||||||
Income from continuing operations attributable to common stockholders
|
$
|
.71
|
|
|
$
|
.76
|
|
|
$
|
.76
|
|
|
$
|
.80
|
|
Discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net income attributable to common stockholders
|
$
|
.71
|
|
|
$
|
.76
|
|
|
$
|
.76
|
|
|
$
|
.80
|
|
2013
|
Quarter Ended
|
||||||||||||||
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
Net revenues
|
$
|
27,104
|
|
|
$
|
27,089
|
|
|
$
|
30,845
|
|
|
$
|
32,790
|
|
Investment and other gains
|
22
|
|
|
14
|
|
|
3
|
|
|
3,267
|
|
||||
|
|
|
|
|
|
|
|
|
|||||||
Income from continuing operations attributable to common stockholders
|
14,050
|
|
|
18,300
|
|
|
22,035
|
|
|
24,114
|
|
||||
Discontinued operations
|
1,693
|
|
|
1,621
|
|
|
20,709
|
|
|
3,661
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income attributable to common stockholders
|
$
|
15,743
|
|
|
$
|
19,921
|
|
|
$
|
42,744
|
|
|
$
|
27,775
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic
|
27,876,176
|
|
|
27,876,176
|
|
|
27,876,176
|
|
|
29,831,176
|
|
||||
Diluted
|
27,911,584
|
|
|
27,913,727
|
|
|
27,905,545
|
|
|
29,860,614
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||
Earnings per common share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income from continuing operations attributable to common stockholders
|
$
|
.50
|
|
|
$
|
.65
|
|
|
$
|
.79
|
|
|
$
|
.81
|
|
Discontinued operations
|
.06
|
|
|
.06
|
|
|
.74
|
|
|
.12
|
|
||||
Net income attributable to common stockholders
|
$
|
.56
|
|
|
$
|
.71
|
|
|
$
|
1.53
|
|
|
$
|
.93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income from continuing operations attributable to common stockholders
|
$
|
.50
|
|
|
$
|
.65
|
|
|
$
|
.79
|
|
|
$
|
.81
|
|
Discontinued operations
|
.06
|
|
|
.06
|
|
|
.74
|
|
|
.12
|
|
||||
Net income attributable to common stockholders
|
$
|
.56
|
|
|
$
|
.71
|
|
|
$
|
1.53
|
|
|
$
|
.93
|
|
|
NATIONAL HEALTH INVESTORS, INC.
|
|
|
|
BY:
/s/ J. Justin Hutchens
|
|
J. Justin Hutchens
|
|
President, Chief Executive Officer
|
Date: February 17, 2015
|
and Director
|
Signature
|
|
Title
|
Date
|
|
|
|
|
|
|
|
|
/s/ J. Justin Hutchens
|
|
President, Chief Executive Officer
|
February 17, 2015
|
J. Justin Hutchens
|
|
and Director
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
|
/s/ Roger R. Hopkins
|
|
Chief Accounting Officer
|
February 17, 2015
|
Roger R. Hopkins
|
|
(Principal Financial Officer and Principal Accounting Officer)
|
|
|
|
|
|
|
|
|
|
/s/ W. Andrew Adams
|
|
Chairman of the Board
|
February 17, 2015
|
W. Andrew Adams
|
|
|
|
|
|
|
|
|
|
|
|
/s/ James R. Jobe
|
|
Director
|
February 17, 2015
|
James R. Jobe
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Robert A. McCabe, Jr.
|
|
Director
|
February 17, 2015
|
Robert A. McCabe, Jr.
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Robert T. Webb
|
|
Director
|
February 17, 2015
|
Robert T. Webb
|
|
|
|
EXHIBIT INDEX
|
||
|
|
|
Exhibit No.
|
Description
|
Page No. or Location
|
3.1
|
Articles of Incorporation
|
Incorporated by reference to Exhibit 3.1 to Form S-11 Registration Statement No. 33-41863
|
|
|
|
3.2
|
Amendment to Articles of Incorporation dated as of May 1, 2009
|
Incorporated by reference to Exhibit A to the Company's Definitive Proxy Statement filed March 23, 2009
|
|
|
|
3.3
|
Amendment to Articles of Incorporation approved by shareholders on May 2, 2014
|
Incorporated by reference to Exhibit 3.3 to Form 10-Q dated August 4, 2014
|
|
|
|
3.4
|
Restated Bylaws as amended November 5, 2012
|
Incorporated by reference to Exhibit 3.3 to Form 10-K filed February 15, 2013
|
|
|
|
3.5
|
Amendment No. 1 to Restated Bylaws dated February 14, 2014
|
Incorporated by reference to Exhibit 3.4 to Form 10-K filed February 14, 2014
|
|
|
|
4.1
|
Form of Common Stock Certificate
|
Incorporated by reference to Exhibit 39 to Form S-11 Registration Statement No. 33-41863
|
|
|
|
4.2
|
Indenture, dated as of March 25, 2014, between National Health Investors, Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee
|
Incorporated by reference to Exhibit 4.1 to Form 8-K dated March 31, 2014
|
|
|
|
4.3
|
First Supplemental Indenture, dated as of March 25, 2014, to the Indenture, dated as of March 25, 2014, between National Health Investors, Inc. and The Bank of New York Mellon Trust Company, N.A., as Trustee
|
Incorporated by reference to Exhibit 4.2 to Form 8-K dated March 31, 2014
|
|
|
|
10.1
|
Material Contracts
|
Incorporated by reference to Exhibits 10.1 thru 10.9 to Form S-4 Registration Statement No. 33-41863
|
|
|
|
10.2
|
Amendment No. 5 to the Company's Master Agreement to Lease with NHC
|
Incorporated by reference to Exhibit 10.2 to Form 10-K dated March 10, 2006
|
|
|
|
10.3
|
Amendment No. 6 to the Company's Master Agreement to Lease with NHC
|
Incorporated by reference to Exhibit 10.1 to Form 10-Q dated November 4, 2013
|
|
|
|
10.4
|
Amended and Restated Amendment No. 6 to the Company's Master Agreement to Lease with NHC.
|
Incorporated by reference to Exhibit 10.4 to Form 10-K filed February 14, 2014
|
|
|
|
*10.5
|
1997 Stock Option Plan
|
Incorporated by reference to the 1997 Proxy Statement as filed
|
|
|
|
*10.6
|
2005 Stock Option Plan
|
Incorporated by reference to Exhibit 4.10 to the Company's registration statement on Form S-8 filed August 4, 2005
|
|
|
|
*10.7
|
2012 Stock Option Plan
|
Incorporated by reference to Exhibit A to the Company's Proxy Statement filed March 23, 2012
|
|
|
|
*10.8
|
First Amendment to the 2005 Stock Option, Restricted Stock & Stock Appreciation Rights Plan
|
Incorporated by reference to Appendix A to the Company's Proxy Statement filed March 17, 2006
|
|
|
|
*10.9
|
Second Amendment to the 2005 Stock Option, Restricted Stock & Stock Appreciation Rights Plan
|
Incorporated by reference to Exhibit B to the Company's Proxy Statement filed March 23, 2009
|
|
|
|
**101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
**101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
3.6
|
all vehicles and leased equipment located at the Facilities,
|
4.
|
Closing
.
|
5.
|
Due Diligence; Title and Survey; Licensure
.
|
5.2
|
Title Matters
.
|
6.
|
Conditions to Closing
.
|
6.2.3
|
No material adverse effect shall have occurred as to Purchaser.
|
(b)
|
a counterpart copy of the Closing Statement signed by Purchaser;
|
(c)
|
the Lease Documents to which Purchaser is a party;
|
8.19
|
Notice of Certain Events
.
|
8.21
|
8-K Requirements
.
|
10.
|
Operations Pending Closing/Risk of Loss
.
|
11.
|
Termination/Remedies/Post Closing Indemnities
.
|
11.1
|
In General
. This Agreement may be terminated as follows:
|
11.1.6
|
By Purchaser pursuant to Section 10.2.
|
11.1.7
|
By Purchaser pursuant to Section 10.3.
|
11.2
|
Effect of Termination/Remedies on Default
.
|
15.
|
Miscellaneous
.
|
Facility Name
Subtenant
|
Street Address County
|
Facility Type (per license) Beds/Units
|
Homestead Hills
Homestead Hill Retirement Limited Partnership
|
3250 Homestead Club Drive
Winston-Salem, NC 27013 County: Forsyth
|
142 independent living units (80
cottages ; 62 apartments)
48 assisted living units and 18 memory care units (licensed for 66 adult care beds, including 18 Alzheimer’s/Dementia special care units)
40 skilled nursing beds Under construction: 33
independent living apartments
(expected completion June 2015)
Potential cottages to be constructed: 3
|
RidgeCrest
Ridgecrest Retirement, LLC
|
1000 RidgeCrest Lane
Mt. Airy, NC 27030
County: Surry
|
60 independent living
apartments
24 assisted living units (licensed for 28 adult care home beds)
Zoned for an additional 60 independent living apartments and 24 health care units
|
The Lakes at Litchfield
Litchfield Retirement, LLC
|
120 Lakes at Litchfield Drive
Pawley’s Island, SC 29585 County: Georgetown
|
Licensed as a Continuing Care
Retirement Community
119 independent living units (59
cottages; 60 apartments)
41 assisted living units and 24 memory care units (licensed for 79 CRCF beds)
24 skilled nursing beds (17 community and
7 institutional)
Potential cottages to be constructed: 1 duplex (2 units)
|
Facility Name
Subtenant
|
Street Address County
|
Facility Type (per license) Beds/Units
|
Summit Hills
Summit Hills, LLC
|
110 Summit Hills Drive
Spartanburg, SC 29307 County: Spartanburg
|
Licensed as a Continuing Care
Retirement Community
129 independent living units (69 cottages; 60 apartments)
51 assisted living units and 12 memory care units (licensed for 79 CRCF beds)
33 skilled nursing beds Potential cottages to be
constructed: 60
|
Brightwater
Brightwater Retirement, LLC
|
101 Brightwater Drive
Myrtle Beach, SC 29579 County: Horry
|
Licensed as a Continuing Care
Retirement Community
114 independent living units (18
cottages; 96 apartments)
24 assisted living units and 24 memory care units (licensed for 56 CRCF beds)
67 skilled nursing beds Development approvals for an
additional 90 cottages and 90 apartments
|
Cascades Verdae
Cascades Retirement, LLC (independent living units)
Cascades Nursing, LLC (non- independent living units/beds)
|
10 Fountainview Terrace
Greenville, SC 29607 County: Greenville
|
Licensed as a Continuing Care
Retirement Community
207 independent living units (43
cottages; 164 villas)
48 assisted living units and
24 memory care units (licensed for 92 CRCF beds)
44 skilled nursing beds
Under construction: horizontal improvements on additional land for 23 cottages
Potential cottages and villas to be constructed: 23 cottages and 40 villas
|
Facility Name
Subtenant
|
Street Address County
|
Facility Type (per license) Beds/Units
|
Marsh’s Edge
Marsh’s Edge, LLC
|
136 Marsh’s Edge Lane
St. Simons Island, GA 31522 County: Glynn
|
Licensed as a Continuing Care
Retirement Community
140 independent living units (30 cottages; 110 apartments)
20 assisted living units and
12 memory care units (licensed for 32 personal care home beds)
20 skilled nursing beds Development approvals for an
additional 60 apartments
|
Osprey Village
Osprey Village at Amelia Island, Ltd.
|
48 Osprey Village Drive
Amelia Island, FL 32034 County: Nassau
|
130 independent living units
(94 cottages; 36 apartments)
30 assisted living units and 10 memory care units (licensed for 44 assisted living with extended congregate care beds)
|
Print Name:
|
Notary Public
|
By:
|
[Name]
|
By:
|
[Name]
|
2.
|
Seller’s federal tax identification number is [•];
|
3.
|
Seller’s address is [•];
|
S
ECTION
|
H
EADING
P
AGE
SECTION 1. A
UTHORIZATION OF
N
OTES
1
|
SCHEDULE A
|
---
|
DEFINED TERMS
|
|
SCHEDULE A(1)
|
---
|
LIMITED GUARANTORS
|
|
SCHEDULE A(2)
|
---
|
SUBSIDIARY GUARANTORS
|
|
SCHEDULE 1(a)
|
---
|
FORM OF 3.99% SERIES A SENIOR NOTE DUE JANUARY 13, 2023
|
|
SCHEDULE 1(b)
|
---
|
FORM OF 4.51% SERIES B SENIOR NOTE DUE JANUARY 13, 2027
|
|
SCHEDULE 4.4
|
---
|
FORM OF OPINION OF SPECIAL COUNSEL FOR THE COMPANY, THE
|
|
|
---
|
SUBSIDIARY GUARANTORS AND THE LIMITED GUARANTORS
|
|
SCHEDULE B
|
---
|
INFORMATION RELATING TO PURCHASERS
|
|
SCHEDULE 5.12(d)
|
---
|
PENSION PLANS
|
|
SCHEDULE 5.13
|
---
|
SUBSIDIARIES
|
|
SCHEDULE 5.21(a)
|
---
|
LEASE PROPERTIES
|
|
SCHEDULE 5.21(b)
|
---
|
UNENCUMBERED LEASE PROPERTIES
|
|
SCHEDULE 10.1
|
---
|
EXISTING LIENS
|
|
SCHEDULE 10.3
|
---
|
EXISTING DEBT
|
|
EXHIBIT B
|
---
|
COMPLIANCE CERTIFICATE
|
(f)
|
the Source is a governmental plan; or
|
(c)
|
the occurrence of any ERISA Event; and
|
1.67
|
to 1.00
|
(j)
|
Liens securing Indebtedness permitted under Section 10.3(f);
provided
that
|
(d)
|
Guarantees permitted by Section 10.3;
|
(e)
|
the Holiday Acquisition;
|
(f)
|
Investments by the Company or any Subsidiary in any Health Care Facilities;
|
(g)
|
unsecured intercompany Indebtedness:
|
(b)
|
Dispositions of inventory in the ordinary course of business;
|
(e)
|
Dispositions permitted by Section 10.4; and
|
(g)
|
one or more judgments or orders for the payment of money in excess of
|
(k)
|
any Change of Control shall occur or exist.
|
(b)
|
in the case of mutilation, upon surrender and cancellation thereof,
|
By:
|
Prudential Private Placement Investors, Inc. (as its General Partner)
|
By:
|
/s/Ashley Dexter
|
By:
|
/s/Ashley Dexter
|
By:
|
Prudential Private Placement Investors, Inc. (as its General Partner)
|
By:
|
/s/Ashley Dexter
|
By:
|
Prudential Investment Management, Inc. as investment manager
|
By:
|
/s/Ashley Dexter
|
By:
|
The Prudential Insurance Company of America, as Grantor
|
By:
|
/s/Ashley Dexter
|
Name:
|
Ashley Dexter
|
Title:
|
Vice President
|
By:
|
/s/Ashley Dexter
|
By:
|
Prudential Investment Management (Japan), Inc., as Investment Manager
|
By:
|
Prudential Investment Management, Inc., as Sub-Adviser
|
By:
|
/s/Ashley Dexter
|
By:
|
Prudential Investment Management, Inc., as investment manager
|
By:
|
/s/Ashley Dexter
|
By:
|
Prudential Private Placement Investors, Inc
.
as its General Partner)
|
By:
|
/s/Ashley Dexter
|
By
:
|
Prudential Investment Managem
e
nt Japan Co., Ltd., as Investment Manager
|
By
:
|
Prudential Investment Management, Inc
.
, as Sub-Adviser
|
By:
|
/s/Ashley Dexter
|
(i)
|
the Unencumbered Lease Property Net Operating Income for the Four-Quarter Period ending
|
|
Entity Name
|
Jurisdiction
|
Bickford JV Entities
-
PropCos:
|
||
1.
|
NHI-Bickford RE, LLC
|
DE
|
2.
|
Wabash Bickford Cottage, L.L.C.
|
KS
|
Bickford JV Entities
-
OpCos:
|
||
3.
|
Bickford Master II, L.L.C
.
|
KS
|
4.
|
Bickford of Carmel, LLC
|
KS
|
5.
|
Wabash Bickford Cottage Opco, LLC
|
KS
|
6.
|
Bickford of Crown Point
,
LLC
|
KS
|
7.
|
Bickford of Greenwood, LLC
|
KS
|
Care Acquisition Entities
-
PropCos:
|
||
8.
|
Care YBE Subsidiary LLC
|
DE
|
Care Acquisition Entities
-
OpCos:
|
||
9.
|
Bickford Master I, L.L.C.
|
KS
|
10.
|
Crawfordsville Bickford Cottage, L.L.C.
|
KS
|
11.
|
Moline Bickford Cottage, L.L.C.
|
KS
|
|
Entity Name
|
Jurisdiction
|
1.
|
NHI/REIT, Inc.
|
MD
|
2.
|
Florida Holdings IV, LLC
|
DE
|
3.
|
NHI/Anderson, LLC
|
DE
|
4.
|
NHI/Laurens, LLC
|
DE
|
5.
|
Texas NHI Investors, LLC
|
TX
|
6.
|
NHI of Paris, LLC
|
DE
|
7.
|
NHI of San Antonio, LLC
|
DE
|
8.
|
NHI of East Houston, LLC
|
DE
|
9.
|
NHI of Northwest Houston, LLC
|
DE
|
10.
|
NHI REIT of Alabama, L.P.
|
AL
|
11.
|
NHI-REIT of Arizona, Limited Partnership
|
AZ
|
12.
|
NHI-REIT of California, LP
|
CA
|
13.
|
NHI/REIT of Florida, L.P
.
|
FL
|
14.
|
NHI-REIT of Florida, LLC
|
DE
|
15.
|
NHI-REIT of Georgia, L.P.
|
GA
|
16.
|
NHI-REIT of Idaho, L.P.
|
ID
|
17.
|
NHI of Kansas, L.P.
|
KS
|
18.
|
NHI-REIT of Minnesota, LLC
|
DE
|
19.
|
NHI-REIT of Missouri, LP
|
MO
|
20.
|
NHI-REIT of Northeast, LLC
|
DE
|
21.
|
NHI-REIT of New Jersey, L.P.
|
NJ
|
22.
|
NHI-REIT of Pennsylvania, L.P.
|
PA
|
23.
|
NHI-REIT of South Carolina, L.P.
|
SC
|
24.
|
NHI-REIT of Tennessee, LLC
|
TN
|
25.
|
NHI-REIT of Texas, L.P.
|
TX
|
26.
|
NHI-REIT of Virginia, L
.
P.
|
VA
|
27.
|
NHI Selah Properties, LLC
|
DE
|
28.
|
NHI of Ennis, LLC
|
DE
|
29.
|
NHI of Greenville, LLC
|
DE
|
30.
|
NHI of North Houston, LLC
|
DE
|
31.
|
NHI of West Houston, LLC
|
DE
|
32.
|
NHI-REIT of Washington
,
LLC
|
DE
|
33.
|
International Health Investors, Inc.
|
MD
|
34.
|
NHI of Kyle, LLC
|
DE
|
35.
|
NHI-SS TRS, LLC
|
DE
|
36.
|
NHI PropCo
,
LLC
|
DE
|
37.
|
NHI-REIT of Oregon, LLC
|
DE
|
38.
|
NHI-REIT of Wisconsin, LLC
|
DE
|
39.
|
NHI-REIT of Ohio, LLC
|
DE
|
40.
|
NHI-REIT of Maryland, LLC
|
DE
|
41.
|
NHI-REIT of Next House
,
LLC
|
DE
|
42.
|
Myrtle Beach Retirement Residence LLC
|
OR
|
43.
|
Voorhees Retirement Residence LLC
|
OR
|
44.
|
NHI-REIT of Seaside, LLC
|
DE
|
6.
|
No litigation questioning validity of documents.
|
8.
|
No violation of Regulations T, U or X of the Federal Reserve Board.
|
1
|
If Company's account is with JPMorgan Chase, use the following wiring instructions:
|
(2)
|
Address for all notices relating to payments: The Prudential Insurance Company of America
|
(3)
|
Address for all other communications and notices: The Prudential Insurance Company of America
|
(4)
|
Recipient of telephonic prepayment notices: Manager, Trade Management Group Telephone: (973) 367-3141
|
(5)
|
Address for Delivery of Notes:
|
(6)
|
Tax Identification No.: 22-1211670
|
(1)
|
All principal, interest and Make-Whole Amount payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
All payments, other than principal, interest or Make-Whole Amount, on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
2
|
If Company's account is with JPMorgan Chase, use the following wiring instructions:
|
(3)
|
Address for all notices relating to payments:
|
(4)
|
Address for all other communications and notices: Prudential Private Placement Investors, L.P.
|
(5)
|
Address for Delivery of Notes:
|
(6)
|
Tax Identification No.: 98-0408643
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
Address for all notices relating to payments: Farmers
|
(3)
|
Address for all other communications and notices: Prudential Private Placement Investors, L.P.
|
(4)
|
Address for Delivery of Notes:
|
(a)
|
Send physical security by nationwide overnight delivery service to:
|
(b)
|
Send copy by nationwide overnight delivery service to: Prudential Capital Group
|
(5)
|
Tax Identification No.: 95-2575893
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
Address for all notices relating to payments: Farmers
|
(3)
|
Address for all other communications and notices: Prudential Private Placement Investors, L.P.
|
(4)
|
Address for Delivery of Notes:
|
(a)
|
Send physical security by nationwide overnight delivery service to:
|
(b)
|
Send copy by nationwide overnight delivery service to: Prudential Capital Group
|
(5)
|
Tax Identification No.: 95-6016640
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
All notices of payments and written confirmations of such wire transfers:
|
(3)
|
Address for all other communications and notices: Prudential Private Placement Investors, L.P.
|
(4)
|
Address for Delivery of Notes:
|
(5)
|
Tax Identification No.: 91-0335750
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
Address for all notices relating to payments: Prudential Annuities Life Assurance Corporation
|
3
|
If Company's account is with JPMorgan Chase, use the following wiring instructions:
|
(3)
|
Address for all other communications and notices:
|
(4)
|
Recipient of telephonic prepayment notices: Manager, Trade Management Group
|
(5)
|
Address for Delivery of Notes:
|
(6)
|
Tax Identification No.: 06-1241288
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
Address for all notices relating to payments:
|
(3)
|
Address for all other communications and notices:
|
(4)
|
Recipient of telephonic prepayment notices: Manager, Trade Management Group
|
(5)
|
Address for Delivery of Notes:
|
(6)
|
Tax Identification No.: 22-1211670
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
Address for all notices relating to payments:
|
(3)
|
Address for all other communications and notices:
|
4
|
If Company's account is with JPMorgan Chase, use the following wiring instructions:
|
(4)
|
Recipient of telephonic prepayment notices: Manager, Trade Management Group
|
(5)
|
Address for Delivery of Notes:
|
(6)
|
Tax Identification No.: 22-1944557
|
(1)
|
All principal, interest and Make-Whole Amount payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
All payments, other than principal, interest or Make-Whole Amount, on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
5
|
If Company's account is with JPMorgan Chase, use the following wiring instructions:
|
(3)
|
Address for all notices relating to payments:
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
Address for all notices relating to payments:
|
(3)
|
Address for all other communications and notices: Prudential Retirement Guaranteed Cost Business Trust
|
(4)
|
Address for Delivery of Notes:
|
(5)
|
Tax Identification No.: 06-1050034
|
(1)
|
All payments on account of Notes held by such purchaser shall be made by wire transfer of immediately available funds for credit to:
|
(2)
|
All notices of payments and written confirmations of such wire transfers:
|
(3)
|
Address for all other communications and notices: Prudential Private Placement Investors, L.P.
|
(4)
|
Address for Delivery of Notes:
|
(a)
|
Send physical security by nationwide overnight delivery service to:
|
(b)
|
Send copy by nationwide overnight delivery service to: Prudential Capital Group
|
(5)
|
Tax Identification No.: 98-0000680
|
|
Entity Name
|
Jurisdiction
|
FEIN
|
1.
|
NHI/REIT, Inc.
|
MD
|
62-1487865
|
2.
|
Florida Holdings IV, LLC
|
DE
|
27-1924499
|
3.
|
NHI/Anderson, LLC
|
DE
|
52-2331153
|
4.
|
NHI/Laurens, LLC
|
DE
|
52-2331154
|
5.
|
Texas NHI Investors, LLC
|
TX
|
74-3014115
|
6.
|
NHI of Paris, LLC
|
DE
|
27-1756892
|
7.
|
NHI of San Antonio, LLC
|
DE
|
27-1757067
|
8.
|
NHI of East Houston, LLC
|
DE
|
27-1757142
|
9.
|
NHI of Northwest Houston, LLC
|
DE
|
27-1757103
|
10.
|
NHI REIT of Alabama, L.P.
|
AL
|
62-1481479
|
11.
|
NHI-REIT of Arizona, Limited Partnership
|
AZ
|
62-1685246
|
12.
|
NHI-REIT of California, LP
|
CA
|
27-2122291
|
13.
|
NHI/REIT of Florida, L.P
.
|
FL
|
62-1481481
|
14.
|
NHI-REIT of Florida, LLC
|
DE
|
27-1928550
|
15.
|
NHI-REIT of Georgia, L.P.
|
GA
|
62-1481494
|
16.
|
NHI-REIT of Idaho, L.P.
|
ID
|
62-1685245
|
17.
|
NHI of Kansas, L.P.
|
KS
|
48-1248771
|
18.
|
NHI-REIT of Minnesota, LLC
|
DE
|
27-2048470
|
19.
|
NHI-REIT of Missouri, LP
|
MO
|
62-1481480
|
20.
|
NHI-REIT of Northeast, LLC
|
DE
|
45-3411924
|
21.
|
NHI-REIT of New Jersey, L.P.
|
NJ
|
62-1685247
|
22.
|
NHI-REIT of Pennsylvania, L.P.
|
PA
|
56-2523471
|
23.
|
NHI-REIT of South Carolina, L.P.
|
SC
|
62-1485491
|
24.
|
NHI-REIT of Tennessee, LLC
|
TN
|
45-3460114
|
25.
|
NHI-REIT of Texas, L.P.
|
TX
|
62-1596142
|
26.
|
NHI-REIT of Virginia, L
.
P.
|
VA
|
62-1485490
|
27.
|
NHI Selah Properties, LLC
|
DE
|
45-1860372
|
28.
|
NHI of Ennis, LLC
|
DE
|
45-3608319
|
29.
|
NHI of Greenville, LLC
|
DE
|
45-3608282
|
30.
|
NHI of North Houston, LLC
|
DE
|
45-3608356
|
31.
|
NHI of West Houston, LLC
|
DE
|
45-3608385
|
32.
|
NHI-REIT of Washington, LLC
|
DE
|
45-5011225
|
33.
|
International Health Investors, Inc.
|
MD
|
45-4923959
|
34.
|
NHI of Kyle, LLC
|
DE
|
45-5230300
|
35.
|
NHI-SS TRS, LLC
|
DE
|
46-0954233
|
36.
|
NHI PropCo, LLC
|
DE
|
46-0942119
|
37.
|
NHI-REIT of Oregon, LLC
|
DE
|
46-1292980
|
38.
|
NHI-REIT of Wisconsin, LLC
|
DE
|
46-1560584
|
39.
|
NHI-REIT of Ohio, LLC
|
DE
|
46-2593624
|
40.
|
NHI-REIT of Maryland, LLC
|
DE
|
46-3823995
|
41.
|
NHI-REIT of Next House
,
LLC
|
DE
|
46-4092682
|
42.
|
NHI-Bickford RE, LLC
|
DE
|
27-1335068
|
43.
|
Myrtle Beach Retirement Residence LLC
|
OR
|
20-1051246
|
44.
|
Voorhees Retirement Residence LLC
|
OR
|
20-3903502
|
|
Entity Name
|
Jurisdiction
|
FEIN
|
45.
|
Cedar Falls Bickford Cottage, L.L.C.
|
KS
|
48-1231745
|
46.
|
Grand Island Bickford Cottage, L.L.C.
|
KS
|
48-1231739
|
47.
|
Wabash Bickford Cottage, L.L.C.
|
KS
|
48-1241155
|
48.
|
Bickford Master II, L.L.C
.
|
KS
|
27-1064460
|
49.
|
Battle Creek Bickford Cottage, L.L.C.
|
KS
|
20-1582339
|
50.
|
Bickford of Carmel, LLC
|
KS
|
45-5324899
|
51.
|
Cedar Falls Bickford Cottage Opco, LLC
|
KS
|
46-2775662
|
52.
|
Grand Island Bickford Cottage Opco, LLC
|
KS
|
46-2768953
|
53.
|
Wabash Bickford Cottage Opco, LLC
|
KS
|
46-2814120
|
54.
|
Bickford of Crown Point, LLC
|
KS
|
30-0721538
|
55.
|
Bickford of Greenwood, LLC
|
KS
|
36-4727902
|
56.
|
Midland Bickford Cottage, L.L.C.
|
KS
|
20-1391576
|
57.
|
Saginaw Bickford Cottage, L.L.C.
|
KS
|
20-2279991
|
58.
|
Care YBE Subsidiary LLC
|
DE
|
26-2707189
|
59.
|
Bickford Master I, L.L.C.
|
KS
|
26-2419619
|
60.
|
Crawfordsville Bickford Cottage, L.L.C.
|
KS
|
48-1241154
|
61.
|
Moline Bickford Cottage, L.L.C.
|
KS
|
33-1005706
|
62.
|
Bickford at Mission Springs I, L.L.C.
|
KS
|
26-4072553
|
63.
|
Bickford at Mission Springs II, L.L.C.
|
KS
|
26-4072576
|
64.
|
Bickford of Overland Park, L.L.C.
|
KS
|
26-4072512
|
65.
|
Bickford at Mission Springs Opco I, LLC
|
KS
|
46-0875379
|
66.
|
Bickford at Mission Springs Opco II, LLC
|
KS
|
46-0875457
|
67.
|
Bickford of Overland Park Opco, LLC
|
KS
|
46-0875536
|
68.
|
Clinton Bickford Cottage, L.L.C.
|
KS
|
48-1231744
|
69.
|
Iowa City Bickford Cottage, L.L.C.
|
KS
|
48-1226171
|
70.
|
Lafayette Bickford Cottage, L.L.C.
|
KS
|
48-1241607
|
71.
|
Lansing Bickford Cottage, L.L.C.
|
KS
|
20-1879100
|
72.
|
Peoria Bickford Cottage, L.L.C.
|
KS
|
48-1225215
|
73.
|
Ames Bickford Cottage, L.L.C.
|
KS
|
48-1231747
|
74.
|
Bourbonnais Bickford House, L.L.C.
|
KS
|
48-1219534
|
75.
|
Burlington Bickford Cottage, L.L.C.
|
KS
|
48-1231746
|
76.
|
Fort Dodge Bickford Cottage, L.L.C.
|
KS
|
48-1231740
|
77.
|
Lincoln Bickford Cottage, L.L.C.
|
KS
|
48-1226172
|
78.
|
Marshalltown Bickford Cottage, L.L.C.
|
KS
|
48-1231748
|
79.
|
Muscatine Bickford Cottage, L.L.C.
|
KS
|
74-2816763
|
80.
|
Omaha II Bickford Cottage, L.L.C.
|
KS
|
48-1241690
|
81.
|
Quincy Bickford Cottage, L.L.C.
|
KS
|
48-1225212
|
82.
|
Rockford Bickford House, L.L.C.
|
KS
|
48-1219226
|
83.
|
Springfield Bickford House, L.L.C.
|
KS
|
48-1218519
|
84.
|
Urbandale Bickford Cottage, L.L.C.
|
KS
|
48-1241738
|
|
Entity Name
|
Jurisdiction
|
FEIN
|
85.
|
JV Landlord-Battle Creek, LLC
|
DE
|
46-3630152
|
86.
|
JV Landlord-Clinton, LLC
|
DE
|
46-3642324
|
87.
|
JV Landlord-Iowa City, LLC
|
DE
|
46-3664081
|
88.
|
JV Landlord-Lansing, LLC
|
DE
|
46-3681804
|
89.
|
JV Landlord-Midland, LLC
|
DE
|
46-3684490
|
90.
|
JV Landlord-Peoria II, LLC
|
DE
|
46-3694970
|
91.
|
JV Landlord-Saginaw, LLC
|
DE
|
46-3707701
|
92.
|
JV Bickford Master Tenant, LLC
|
KS
|
46-4066080
|
93.
|
JV Landlord-Middletown, LLC
|
DE
|
47-1645800
|
94.
|
Bickford of Middletown, LLC
|
KS
|
47-1453917
|
95.
|
NHI-REIT of Seaside, LLC
|
DE
|
47-2561646
|
Property
|
State
|
Butterfield Place
|
AR
|
Apple Blossom
|
AR
|
Bay Park
|
CA
|
Mistywood
|
CA
|
Fig Garden
|
CA
|
Hampshire
|
CA
|
Standiford Place
|
CA
|
Bridgecreek
|
CA
|
Camelot
|
CA
|
Riverplace
|
GA
|
River's Edge
|
GA
|
Iris Place
|
GA
|
Chateau De Boise
|
ID
|
Arbor Glen
|
IN
|
Nouveau Marc
|
LA
|
Yardley Commons
|
NJ
|
Worthington
|
OH
|
Silver Arrow Estates
|
OK
|
Astor House at Springbrook Oak
|
OR
|
Eagle Crest
|
SC
|
Westminster
|
SC
|
Bedford
|
WA
|
Kamlu Retirement Inn-Vancouver
|
WA
|
Orchard Park
|
WA
|
Garden Club
|
WA
|
Timberview
|
OR
|
Forest Grove
|
OR
|
Creswell
|
OR
|
Prestige at Autumn Wind
|
ID
|
Homestead Hills
|
NC
|
RidgeCrest
|
NC
|
The Lakes at Litchfield
|
SC
|
Summit Hills
|
SC
|
Brightwater
|
SC
|
Cascades Verdae
|
SC
|
Marsh’s Edge
|
GA
|
Osprey Village
|
FL
|
Property
|
State
|
|
Property
|
State
|
Grangeville Health and Rehabilitation Center
|
ID
|
Lake St. Charles Retirement Center
|
MO
|
|
Bickford ‐ Midland
|
MI
|
Colonial Hill Retirement Center
|
TN
|
|
Bickford ‐ Battle Creek
|
MI
|
Parkwood Retirement Apartments
|
TN
|
|
Bickford ‐ Lansing
|
MI
|
NHC HealthCare, Anniston
|
AL
|
|
Bickford ‐ Saginaw
|
MI
|
NHC HealthCare, Moulton
|
AL
|
|
Bickford ‐ Peoria
|
IL
|
Bayonet Point Health & Rehabiliatino Center (Hudson)
|
FL
|
|
Bickford ‐ Iowa City
|
IA
|
The Health Center of Merritt Island
|
FL
|
|
Bickford ‐ Lafayette
|
IN
|
The Health Center of Plant City
|
FL
|
|
Bickford ‐ Clinton
|
IA
|
Parkway Health & Rehabiliation Center (Stuart)
|
FL
|
|
Bickford‐Mission Springs
|
KS
|
NHC HealthCare, Glasgow
|
KY
|
|
Bickford‐Overland Park
|
KS
|
NHC Healthcare, Desloge
|
MO
|
|
Bickford‐Crown Point
|
IN
|
NHC Healthcare, Joplin
|
MO
|
|
Bickford‐Greenwood
|
IN
|
NHC Healthcare, Kennett
|
MO
|
|
Bickford‐Carmel
|
IN
|
NHC Healthcare, Maryland Heights
|
MO
|
|
Bickford‐Ames
|
IA
|
NHC HealthCare, St. Charles
|
MO
|
|
Bickford‐Bourbonnais
|
IL
|
NHC Healthcare, Anderson
|
SC
|
|
Bickford‐Burlington
|
IA
|
NHC Healthcare, Greenwood
|
SC
|
|
Bickford‐Crawfordsville
|
IN
|
NHC HealthCare, Laurens
|
SC
|
|
Bickford‐Ft. Dodge
|
IA
|
NHC Healthcare, Athens
|
TN
|
|
Bickford‐Lincoln
|
NE
|
NHC Healthcare, Chattanooga
|
TN
|
|
Bickford‐Marshalltown
|
IA
|
NHC HealthCare, Dickson
|
TN
|
|
Bickford‐Moline
|
IL
|
NHC HealthCare, Franklin
|
TN
|
|
Bickford‐Muscatine
|
IA
|
NHC Healthcare, Hendersonville
|
TN
|
|
Bickford‐Omaha Hickory
|
NE
|
NHC Healthcare, Johnson City
|
TN
|
|
Bickford‐Quincy
|
IL
|
NHC Healthcare, Lewisburg
|
TN
|
|
Bickford‐Rockford
|
IL
|
NHC HealthCare, McMinnville
|
TN
|
|
Bickford‐Springfield
|
IL
|
NHC HealthCare, Milan
|
TN
|
|
Bickford‐Urbandale
|
IA
|
NHC Healthcare, Oakwood
|
TN
|
|
Bickford‐Cedar Falls
|
IA
|
NHC HealthCare, Pulaski
|
TN
|
|
Bickford‐Grand Island
|
NE
|
NHC Healthcare, Scott
|
TN
|
|
Bickford‐Wabash
|
IN
|
NHC HealthCare, Sequatchie
|
TN
|
|
Gracewood Champlin
|
MN
|
NHC HealthCare, Smithville
|
TN
|
|
Gracewood Hugo
|
MN
|
NHC Healthcare, Somerville
|
TN
|
|
Gracewood Maplewood
|
MN
|
NHC Healthcare, Sparta
|
TN
|
|
Gracewood North Branch
|
MN
|
NHC HealthCare, Bristol
|
VA
|
|
Alvarado Parkway Institute
|
CA
|
Buckley HealthCare Center
|
MA
|
|
Ayers Health & Rehabilitation Center
|
FL
|
Holyoke Health Care Center
|
MA
|
|
Bear Creek Nursing Center
|
FL
|
John Adams HealthCare Center
|
MA
|
|
Brooksville Healthcare Center
|
FL
|
Longmeadow of Taunton
|
MA
|
|
Cypress Cove Care Center
|
FL
|
Maple Leaf HealthCare Center
|
NH
|
|
Heather Hill Healthcare Center
|
FL
|
Villa Crest HealthCare Center
|
NH
|
|
Royal Oak Nursing Center
|
FL
|
Epsom HealthCare Center
|
NH
|
|
Kentucky River Hospital
|
KY
|
Savannah Court & Cove (Palms at Maitland)
|
FL
|
|
North Okaloosa‐MOB
|
FL
|
Savannah Court & Cove (Place at WPB)
|
FL
|
|
Emeritus at Gilbert
|
AZ
|
Savannah Court of Bartow
|
FL
|
|
Emeritus at Glendale
|
AZ
|
Savannah Court of St. Cloud
|
FL
|
|
Emeritus at Tanque Verde
|
AZ
|
Savannah Court of Lakeland
|
FL
|
|
Emeritus at Tucson
|
AZ
|
Savannah Court of Lake Oconee
|
GA
|
|
Emeritus at Conway Place
|
SC
|
Sunny Ridge Center SLC
|
ID
|
|
Emeritus at Gallatin
|
TN
|
Estrella Center
|
AZ
|
|
Emeritus at Kingsport
|
TN
|
Canton
|
TX
|
|
Emeritus at Tullahoma
|
TN
|
Heritage Oaks
|
TX
|
|
Emeritus at Halcyon Village
|
OH
|
Heritage Place
|
TX
|
|
Pasadena‐MOB
|
TX
|
Richardson
|
TX
|
|
Indigo Palms‐ Maitland
|
FL
|
Winterhaven
|
TX
|
|
Paris
|
TX
|
Canton Oaks
|
TX
|
|
San Antonio
|
TX
|
Corinth Rehabilitation
|
TX
|
|
East Houston
|
TX
|
Orangeburg Nursing Home
|
SC
|
|
NW Houston
|
TX
|
Polaris Psychiatric & Rehab Hospital ‐ Murfreesboro
|
TN
|
|
Ennis
|
TX
|
Sante Silverdale NWL, CI, CM
|
WA
|
|
Greencrest
|
TX
|
Chancellor Loma Linda
|
CA
|
|
North Houston
|
TX
|
Dorian Place
|
OR
|
|
West Houston
|
TX
|
Wellsprings
|
OR
|
|
Kyle
|
TX
|
Indianhead
|
ID
|
Property
|
State
|
Butterfield Place
|
AR
|
Apple Blossom
|
AR
|
Bay Park
|
CA
|
Mistywood
|
CA
|
Fig Garden
|
CA
|
Hampshire
|
CA
|
Standiford Place
|
CA
|
Bridgecreek
|
CA
|
Camelot
|
CA
|
Riverplace
|
GA
|
River's Edge
|
GA
|
Iris Place
|
GA
|
Chateau De Boise
|
ID
|
Arbor Glen
|
IN
|
Nouveau Marc
|
LA
|
Yardley Commons
|
NJ
|
Worthington
|
OH
|
Silver Arrow Estates
|
OK
|
Astor House at Springbrook Oak
|
OR
|
Eagle Crest
|
SC
|
Westminster
|
SC
|
Bedford
|
WA
|
Kamlu Retirement Inn-Vancouver
|
WA
|
Orchard Park
|
WA
|
Garden Club
|
WA
|
Timberview
|
OR
|
Forest Grove
|
OR
|
Creswell
|
OR
|
Prestige at Autumn Wind
|
ID
|
Homestead Hills
|
NC
|
RidgeCrest
|
NC
|
The Lakes at Litchfield
|
SC
|
Summit Hills
|
SC
|
Brightwater
|
SC
|
Cascades Verdae
|
SC
|
Marsh’s Edge
|
GA
|
Osprey Village
|
FL
|
|
Bayonet Point Health & Rehabiliatino Center (Hudson)
|
FL
|
|
The Health Center of Merritt Island
|
FL
|
||
Bickford ‐ Lafayette
|
IN
|
The Health Center of Plant City
|
FL
|
|
|
Parkway Health & Rehabiliation Center (Stuart)
|
FL
|
Bickford‐Mission Springs
|
KS
|
NHC HealthCare, Glasgow
|
KY
|
Bickford‐Overland Park
|
KS
|
NHC Healthcare, Desloge
|
MO
|
Bickford‐Crown Point
|
IN
|
NHC Healthcare, Joplin
|
MO
|
Bickford‐Greenwood
|
IN
|
NHC Healthcare, Kennett
|
MO
|
Bickford‐Carmel
|
IN
|
NHC Healthcare, Maryland Heights
|
MO
|
|
|
NHC HealthCare, St. Charles
|
MO
|
|
|
NHC Healthcare, Anderson
|
SC
|
|
|
NHC Healthcare, Greenwood
|
SC
|
|
|
NHC HealthCare, Laurens
|
SC
|
|
|
NHC Healthcare, Athens
|
TN
|
|
|
NHC Healthcare, Chattanooga
|
TN
|
|
|
NHC HealthCare, Dickson
|
TN
|
|
|
NHC HealthCare, Franklin
|
TN
|
|
|
NHC Healthcare, Hendersonville
|
TN
|
|
|
NHC Healthcare, Johnson City
|
TN
|
|
|
NHC Healthcare, Lewisburg
|
TN
|
|
|
NHC HealthCare, McMinnville
|
TN
|
|
|
NHC HealthCare, Milan
|
TN
|
|
|
NHC Healthcare, Oakwood
|
TN
|
|
|
NHC HealthCare, Pulaski
|
TN
|
|
|
NHC Healthcare, Scott
|
TN
|
Bickford‐Wabash
|
IN
|
NHC HealthCare, Sequatchie
|
TN
|
Gracewood Champlin
|
MN
|
NHC HealthCare, Smithville
|
TN
|
Gracewood Hugo
|
MN
|
NHC Healthcare, Somerville
|
TN
|
Gracewood Maplewood
|
MN
|
NHC Healthcare, Sparta
|
TN
|
Gracewood North Branch
|
MN
|
NHC HealthCare, Bristol
|
VA
|
Alvarado Parkway Institute
|
CA
|
Buckley HealthCare Center
|
MA
|
Ayers Health & Rehabilitation Center
|
FL
|
Holyoke Health Care Center
|
MA
|
Bear Creek Nursing Center
|
FL
|
John Adams HealthCare Center
|
MA
|
Brooksville Healthcare Center
|
FL
|
Longmeadow of Taunton
|
MA
|
Cypress Cove Care Center
|
FL
|
Maple Leaf HealthCare Center
|
NH
|
Heather Hill Healthcare Center
|
FL
|
Villa Crest HealthCare Center
|
NH
|
Royal Oak Nursing Center
|
FL
|
Epsom HealthCare Center
|
NH
|
Kentucky River Hospital
|
KY
|
Savannah Court & Cove (Palms at Maitland)
|
FL
|
North Okaloosa‐MOB
|
FL
|
Savannah Court & Cove (Place at WPB)
|
FL
|
Emeritus at Gilbert
|
AZ
|
Savannah Court of Bartow
|
FL
|
Emeritus at Glendale
|
AZ
|
Savannah Court of St. Cloud
|
FL
|
Emeritus at Tanque Verde
|
AZ
|
Savannah Court of Lakeland
|
FL
|
Emeritus at Tucson
|
AZ
|
Savannah Court of Lake Oconee
|
GA
|
Emeritus at Conway Place
|
SC
|
Sunny Ridge Center SLC
|
ID
|
Emeritus at Gallatin
|
TN
|
Estrella Center
|
AZ
|
Emeritus at Kingsport
|
TN
|
Canton
|
TX
|
Emeritus at Tullahoma
|
TN
|
Heritage Oaks
|
TX
|
Emeritus at Halcyon Village
|
OH
|
Heritage Place
|
TX
|
Pasadena‐MOB
|
TX
|
Richardson
|
TX
|
Indigo Palms‐ Maitland
|
FL
|
Winterhaven
|
TX
|
Paris
|
TX
|
Canton Oaks
|
TX
|
San Antonio
|
TX
|
Corinth Rehabilitation
|
TX
|
East Houston
|
TX
|
Orangeburg Nursing Home
|
SC
|
NW Houston
|
TX
|
Polaris Psychiatric & Rehab Hospital ‐ Murfreesboro
|
TN
|
Ennis
|
TX
|
Sante Silverdale NWL, CI, CM
|
WA
|
Greencrest
|
TX
|
Chancellor Loma Linda
|
CA
|
North Houston
|
TX
|
Dorian Place
|
OR
|
West Houston
|
TX
|
Wellsprings
|
OR
|
Kyle
|
TX
|
Indianhead
|
ID
|
West Monroe Arbors
|
LA
|
Charleston House
|
WI
|
Bossier Arbors
|
LA
|
Regency Pointe
|
AL
|
Bastrop Arbors
|
LA
|
Woodlands
|
MD
|
Minden Arbors
|
LA
|
|
|
1.
|
Mortgages, Assignment of Leases and Rents, Security Agreement, Fixture Filing and related UCC Financing Statements filed in favor of Red Mortgage Capital, Inc. securing a Multi-Family Note in the original principal amount of $74,589,000 dated June 26, 2008, with respect to assets at the following facilities owned by Care YBE Subsidiary LLC:
|
2.
|
Mortgages, Assignment of Leases and Rents, Security Agreement, Fixture Filing and related UCC Financing Statements filed in favor of Red Mortgage Capital, Inc. securing a Multi-Family Note in the original principal amount of $7,638,400 dated September 30, 2008, with respect to assets at the following facilities owned by Care YBE Subsidiary LLC:
|
3.
|
Kansas UCC Financing Statements filed on Bickford Master I, L.L.C. in favor of Red Mortgage Capital, Inc. and Fannie Mae securing (a) a Multi-Family Note in the original principal amount of $74,589,000 dated June 26, 2008, and (b) a
|
1.
|
Mortgage from Litchfield Retirement, LLC to Charles F. Kaufmann and E. Lenore Kaufmann, Trustee or their Successors in Trust, Under the Kaufmann Revocable Living Trust Under Trust dated November 25, 1998 and any amendments thereto, dated February 23, 2000 and recorded March 3, 2000 in Mortgage Book
|
2.
|
Mortgage from Litchfield Retirement, LLC to Frances Drexel dated February 23, 2000 and recorded March 3, 2000 in Mortgage Book 1319, at Page 170; Subordination Agreement recorded March 3, 2000 in Mortgage Book 1319, at Page 177.
|
3.
|
Mortgage from Litchfield Retirement, LLC to Joseph M. Blue and Eileen R. Blue dated February 23, 2000 and recorded March 3, 2000 in Mortgage Book 1319 at Page 225; Subordination Agreement recorded March 3, 2000 in Mortgage Book 1319, at Page 232.
|
4.
|
Mortgage from Litchfield Retirement, LLC to Jane F. Heckman dated February 23, 2000 and recorded March 3, 2000 in Mortgage Book 1319, at Page 258; Subordination Agreement recorded March 3, 2000 in Mortgage Book 1319, at Page 265.
|
5.
|
Mortgage from Litchfield Retirement, LLC to Dorothy Nichols dated February 23, 2000 and recorded March 3, 2000 in Mortgage Book 1319 at Page 291; Subordination Agreement recorded March 3, 2000 in Mortgage Book 1319, at Page 298.
|
6.
|
Mortgage from Litchfield Retirement, LLC to Helen H. Hequembourg dated August 22, 2000 and recorded October 2, 2000 in Mortgage Book 1398 at Page
|
7.
|
Mortgage from Litchfield Retirement, LLC to Richard L. Geller and Edna B. Geller dated September 11, 2000 and recorded October 2, 2000 in Mortgage Book
|
8.
|
Mortgage from Litchfield Retirement, LLC to David R. Hallenbeck, Trustee dated January 9, 2002, and recorded March 20, 2002 in Mortgage Book 1702, at Page
|
9.
|
Mortgage from Litchfield Retirement, LLC to Joseph M. Oppenheim and Jo Ruth Oppenheim dated December 3, 2001, and recorded June 3, 2002, in Mortgage
|
10.
|
Mortgage from Litchfield Retirement, LLC to William S. Sloatman and Dorothy Sloatman dated April 24, 2001 and recorded August 2, 2002 in Mortgage Book
|
11.
|
Mortgage from Litchfield Retirement, LLC to James M. Smith and Mary Anne Smith dated December 4, 2002, and recorded December 10, 2002 in Mortgage
|
12.
|
Mortgage from Litchfield Retirement, LLC to Don C. Bigby dated June 6, 2003 and recorded June 9, 2003 in Mortgage Book 2057, at Page 106; Subordination
|
13.
|
Mortgage from Litchfield Retirement, LLC to Jack Keefe, III and Elizabeth R. Keefe dated June 23, 2003 and recorded June 23, 2003 in Mortgage Book 2070, at Page 170; Subordination Agreement recorded June 30, 2003 in Mortgage Book 2078, at Page 136.
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14.
|
Mortgage from Litchfield Retirement, LLC to Lee Troostwyk and Joan M. Troostwyk dated September 1, 2004 and recorded September 13, 2004 in Mortgage Book 2441, at Page 322; Subordination Agreement recorded September 27, 2004 in Mortgage Book 2451, at Page 263.
|
15.
|
Mortgage from Litchfield Retirement, LLC to John P. Miller and Barbara C. Miller dated September 1, 2004 and recorded September 13, 2004 in Mortgage Book
|
16.
|
Mortgage from Litchfield Retirement, LLC to Guy E. Alling and Barbara W. Alling dated November 2, 2004 and recorded November 3, 2004 in Mortgage Book
|
17.
|
Mortgage from Litchfield Retirement, LLC to Greta Ferri dated January 6, 2005 and recorded January 6, 2005 in Mortgage Book 2519, at Page 4; Subordination
|
18.
|
Mortgage from Litchfield Retirement, LLC to Dorothy I. Kamlinskas dated August 22, 2006 and recorded August 25, 2005 in Mortgage Book 2704, at Page 1; Subordination Agreement recorded September 15, 2005 in Mortgage Book 2724, at Page 220.
|
19.
|
Mortgage from Litchfield Retirement, LLC to Clifford D. Cannon and Jewel B. Cannon recorded November 4, 2005 in Mortgage Book 2783, at Page 79; as affected by Subordination Agreement by Carolina First Bank recorded November 15, 2005 in Mortgage Book 2793, at Page 67.
|
20.
|
Mortgage from Litchfield Retirement, LLC to William E. Johnston and Carolyn W. Johnston recorded November 17, 2005 in Mortgage Book 2796, at Page 8; as affected by Subordination Agreement by Carolina First Bank recorded November 30, 2005 in Mortgage Book 2809, at Page 135.
|
21.
|
Mortgage from Health Care REIT, Inc. to Herbert and Fay Harris recorded February 28, 2006, in Mortgage Book 2881, at Page 261.
|
22.
|
Mortgage from Health Care REIT, Inc. to Helen Boone recorded May 17, 2006, in Mortgage Book 20, at Page 252.
|
23.
|
Mortgage from Health Care REIT, Inc. to John and Margaret Smith recorded May 17, 2006, in Mortgage Book 20, at Page 259.
|
24.
|
Mortgage from Health Care REIT, Inc. to Louis Ehrich, recorded July 21, 2006, in Mortgage Book 116, at Page 333.
|
25.
|
Mortgage from Health Care REIT, Inc. to Leota Agett, recorded August 16, 2006, in Mortgage Book 154, at Page 303; as affected by Assignment recorded May 14, 2007, in Mortgage Book 510, at Page 84.
|
26.
|
Mortgage from Health Care REIT, Inc. to Virginia Hueftle, recorded August 31, 2006, in Mortgage Book 174, at Page 321.
|
27.
|
Mortgage from Health Care REIT, Inc. to Lorin and Ellen Mason, recorded September 28, 2006, in Mortgage Book 210, at Page 56.
|
28.
|
Mortgage from Health Care REIT, Inc. to Thomas and June Turner, recorded January 19, 2007, in Mortgage Book 347, at Page 128.
|
29.
|
Mortgage from Health Care REIT, Inc. to Everett and Mildred Wigington, recorded February 7, 2007, in Mortgage Book 375, at Page 277.
|
30.
|
Mortgage from Health Care REIT, Inc. to Lurline Stedman, recorded April 6, 2007, in Mortgage Book 462, at Page 28.
|
31.
|
Mortgage from Health Care REIT, Inc. to James and Eulalie Fenhagen, recorded May 14, 2007, in Mortgage Book 557, at Page 206.
|
32.
|
Mortgage from Health Care REIT, Inc. to Edward and Mary Talbot, recorded June 14, 2007, in Mortgage Book 557, at Page 215; as affected by Assignment recorded May 20, 2009, in Mortgage Book 1240 at Page 199; as affected by Assignment recorded May 20, 2009, in Mortgage Book 1240 at Page 201; and as affected by Assignment recorded May 20, 2009, in Mortgage Book 1240 at Page 203.
|
33.
|
Mortgage from Health Care REIT, Inc. to Mary Lee Moore, recorded January 14, 2008, in Mortgage Book 818, at Page 164.
|
34.
|
Mortgage from Health Care REIT, Inc. to Robert and Betty Kilgore, recorded May 2, 2008, in Mortgage Book 938, at Page 294.
|
1.
|
Mortgage from Summit Hills, LLC to Julia W. Smith, recorded September 6, 2002, in Mortgage Book 2769, Page 991, said Register of Deeds (affects Lot 12).
|
2.
|
Mortgage from Summit Hills, LLC, et al, to Joan B. Gibson, dated October 24, 2005, and recorded October 25, 2005, in Mortgage Book 3542, Page 792, Instrument No. MTG-2005-55571, said Register of Deeds (affects Lot 14).
|
3.
|
Mortgage from Summit Hills, LLC to James Widenhouse and Margaret Widenhouse, recorded September 6, 2002, Mortgage Book 2770, Page 1, said Register of Deeds (affects Lot 21).
|
4.
|
Mortgage from Summit Hills, LLC, to Margaret P. Pond, dated January 22, 1999, and recorded March 22, 1999, in Mortgage Book 2185, Page 836, said Register of Deeds (affects Lot 22).
|
5.
|
Mortgage from Summit Hills, LLC, to Hugh D. Dorsey and Kate S. Dorsey, dated April 22, 1999, and recorded June 8, 1999, in Mortgage Book 2217, Page 661, said Register of Deeds. A one-half interest in said Mortgage was assigned to The Hugh D. Dorsey Bypass Trust U/W/O Hugh D. Dorsey, recorded April 15, 2002, in Mortgage Book 2686, Page 791, said Register of Deeds (affects Lot 26).
|
6.
|
Mortgage from Summit Hills, LLC to Ernesta DeFilippis, recorded September 6, 2002, Mortgage Book 2769, Page 984, said Register of Deeds (affects Lot 26).
|
7.
|
Mortgage from Summit Hills, et al, to Lula E. Day, recorded July 7, 2004, in Mortgage Book 3260, Page 362, Instrument No. MTG-2004-34836, said Register of Deeds (affects Lot 28).
|
8.
|
Mortgage from Summit Hills, et al, to Hugh M. Caldwell and Daisy R. Caldwell, recorded April 26, 2005, in Mortgage Book 3429, Page 496, Instrument No. MTG-2005-20707, said Register of Deeds (affects Lot 36).
|
9.
|
Mortgage from Summit Hills, LLC to Robert T. Estes, recorded January 16, 2001, Mortgage Book 2425, Page 272, said Register of Deeds (affects Lot 37).
|
10.
|
Mortgage from Summit Hills, LLC to Amelia Ruth Ragis, recorded October 21, 2002, Mortgage Book 2801, Page 254; as assigned by Assignment from Amelia Ruth Ragis to the Amelia R. Ragis Trust dated August 28, 1991, as Amended and Restated, said Assignment recorded in Mortgage Book 3338, Page 91, said Register of Deeds (affects Lot 75).
|
11.
|
Mortgage from Summit Hills, LLC to Frank A. Lyles and Florine F. Lyles, recorded October 30, 2003, in Mortgage Book 3106, Page 777, Instrument No. MTG-2003-69502, said Register of Deeds (affects Lot 82).
|
12.
|
Mortgage from Summit Hills, LLC to Martha Cloud Chapman, recorded March 4, 2002, Mortgage Book 2657, Page 953, said Register of Deeds (affects Lot 85).
|
13.
|
Mortgage from Summit Hills, LLC to Barbara B. Sweeney, recorded January 24, 2003, Mortgage Book 2866, Page 513, Instrument No. MTG-2003-1714, said Register of Deeds (affects Lot 88); assigned to Barbara B. Sweeney, as Trustee,
|
14.
|
Mortgage from Summit Hills, LLC to Sara F. Berry, recorded August 14, 2001, Mortgage Book 2539, Page 614; as assigned by Assignment of Note and Mortgage from Sara F. Berry to Sara F. Berry, as Trustee of the Sara F. Berry Revocable Trust U/A dated May 16, 2005, said Assignment recorded in Mortgage Book 3442, Page 543, said Register of Deeds (affects Lot 132).
|
15.
|
Mortgage from Summit Hills, et al, to Phyllis D. Abele, recorded September 19, 2005, in Mortgage Book 3520, Page 136, Instrument No. MTG-2005-48171, said Register of Deeds (affects Lot 54, Section Three); assigned to Phyllis B. Abele, Trustee of the Phyllis B. Abele Revocable Trust U/A dated October 31, 2007, by Assignment of Note and Mortgage dated October 31, 2007, and recorded November 1, 2007, in Mortgage Book 3991, Page 293, said Register of Deeds.
|
16.
|
Mortgage from Summit Hills, LLC to Paul B. and Jean M. McGraw, dated July 31, 2007, and recorded August 15, 2007, in Mortgage Book 3947, Page 524, Register of Deeds for Spartanburg County, South Carolina (Lot 57, Section Three); assigned to Jean M. McGraw and Paul B. McGraw, as Co-Trustees, and successors Trustees, under the Jean M. McGraw Revocable Trust dated May 21, 2008, by Assignment to Revocable Trust of Promissory Note and Mortgage, dated May 21, 2008, and recorded May 30, 2008, in Mortgage Book 4092, Page 221, said Register of Deeds.
|
17.
|
Mortgage from Summit Hills, LLC to Floyd A. and Irene M. Layman, dated April 5, 2007, and recorded April 6, 2007, in Mortgage Book 3867, Page 103, Register of Deeds for Spartanburg County, South Carolina (Lot 39, Section Three).
|
18.
|
Mortgage from Summit Hills, LLC to Ralph and Rosaline B. Gillespie, dated May 17, 2007, and recorded June 1, 2007, in Mortgage Book 3901, Page 798, said Register of Deeds (Lot 81, Section Three).
|
19.
|
Mortgage from Summit Hills, LLC to B. Nolen & Barbar A. Suddeth, dated May 22, 2007, and recorded June 18, 2007, in Mortgage Book 3911, Page 343, said Register of Deeds (Lot 23).
|
20.
|
Mortgage from Summit Hills, LLC to Lou M. & Mary Ann Schulze, dated June 28, 2007, and recorded July 5, 2007, in Mortgage Book 3923, Page 208, said Register of Deeds (Lot 20).
|
21.
|
Mortgage from Summit Hills, LLC to Virginia L. Herrin, dated August 28, 2007, and recorded September 27, 2007, in Mortgage Book 3972, Page 546, said Register of Deeds (Lot 4), as amended by that certain Assignment recorded October 6, 2008 in Mortgage Book 4143, Page 32, said Register of Deeds.
|
22.
|
Mortgage from Summit Hills, LLC to Jean Page and Lawrence E. Middlebrooks, dated October 26, 2007, and recorded November 6, 2007, in Mortgage Book
|
23.
|
Mortgage from Summit Hills, LLC to Wayne A. and Gerald Jean Diehl, dated January 7, 2008, and recorded January 15, 2008, in Mortgage Book 4024, Page 295, said Register of Deeds (Lot 56, Section Three); as assigned pursuant to that certain Assignment recorded June 12, 2014, in Mortgage Book 4866 at Page 209, said Register of Deeds.
|
24.
|
Mortgage from Summit Hills, LLC to Adrian P. and Edith E. O'Neal dated February 5, 2008, and recorded February 7, 2008, in Mortgage Book 4034, Page 651, said Register of Deeds (Lot 76, Section Three).
|
25.
|
Mortgage from Summit Hills, LLC to Thomas W. and Marianne E. Bartram, dated April 2, 2008, and recorded April 14, 2008, in Mortgage Book 4068, Page 629, said Register of Deeds (Lot 89, Section Three).
|
26.
|
Mortgage from Summit Hills, LLC to Elizabeth C. and Louise M. Weld, dated April 17, 2008, and recorded April 18, 2008, in Mortgage Book 4070, Page 793, said Register of Deeds (Lot 94, Section Three).
|
27.
|
Mortgage from Summit Hills, LLC to Fred B. Oates, dated April 22, 2008, and recorded April 29, 2008, in Mortgage Book 4076, Page 288, said Register of
|
28.
|
Mortgage from Summit Hills, LLC to Dr. Edwin and Kathleen Wilde, dated April 30, 2008, and recorded May 7, 2008, in Mortgage Book 4081, Page 534, Register of Deeds for Spartanburg County, South Carolina (Lot 31, Section Three).
|
29.
|
Mortgage from Summit Hills, LLC to Barbara B. Lee, dated April 18, 2008, and recorded May 15, 2008, in Mortgage Book 4085, Page 373, said Register of Deeds (Lot 77, Section Three).
|
30.
|
Mortgage from Summit Hills, LLC to Dr. Aubrey D. and Jane J. Gantt, dated May 16, 2008, and recorded June 9, 2008, in Mortgage Book 4095, Page 980, said Register of Deeds (Lot 9).
|
31.
|
Mortgage given by Summit Hills, LLC, et al to Theodore W. Gage and Betty O. Gage, dated June 15, 2006, and recorded June 16, 2006, in Mortgage Book 3683, Page 991, Register of Deeds for Spartanburg County, South Carolina, as assigned pursuant to that certain Assignment recorded December 8, 2010, in Mortgage Book 4416, Page 527, said Register of Deeds.
|
32.
|
Mortgage given from Summit Hills, LLC, et al to Robert C. and Evelyn M. Bungarz, dated July 27, 2006, and recorded August 31, 2006, in Mortgage Book 3737, Page 129, said Register of Deeds (Lot 79, Section Three).
|
33.
|
Mortgage given by Summit Hills, LLC, et al to David A. Fort, dated June 28, 2006, and recorded August 31, 2006, in Mortgage Book 3737, Page 137, said Register of Deeds (Lot 77, Section Three).
|
34.
|
Mortgage from Summit Hills, LLC, et al to James H. and Gloria White, dated August 1, 2008 and recorded August 5, 2008, in Mortgage Book 4120, Page 401, said Register of Deeds (Lot 3).
|
35.
|
Mortgage from Summit Hills, LLC, et al to Leonard Tim and Peggy H. Brackett, dated August 22, 2008, and recorded August 22, 2008, in Mortgage Book 4126, Page 939, said Register of Deeds (Lot 46, Section 3).
|
1.
|
Deed of Trust for Ruth Woodruff recorded in Book 1972, Page 2568, Forsyth County Registry; and Occupancy Agreement recorded in Book 1972, Page 2549, Forsyth County Registry; as affected by Substitution of Trustee recorded in Book 3073, Page 2511; as assigned in Book 3073, Page 2513.
|
2.
|
Deed of Trust for Robert R. Triplette and wife, Bertha C. Triplette recorded in Book 2085, Page 4355, Forsyth County Registry; and Occupancy Agreement recorded in Book 2085, Page 4337, Forsyth County Registry.
|
3.
|
Deed of Trust for John W. Athan, Jr. and wife, Doris T. Athan recorded in Book 2085, Page 4404, Forsyth County Registry; and Occupancy Agreement recorded in Book 2085, Page 4385, Forsyth County Registry.
|
4.
|
Deed of Trust for Elaine F. Lyerly recorded in Book 2101, Page 2546, Forsyth County Registry; and Occupancy Agreement recorded in Book 2101, Page 2526, Forsyth County Registry.
|
5.
|
Deed of Trust for B.E. and Dorothy H. Mendenhall recorded in Book 2102, Page 1994, Forsyth County Registry, as assigned in Book 2137, page 464, Forsyth County Registry; and Occupancy Agreement recorded in Book 2102, Page 1975, Forsyth County Registry.
|
6.
|
Deed of Trust for Gordon B. Hughes and wife, Virginia L. Hughes recorded in Book 2120, Page 1499, Forsyth County Registry; and Occupancy Agreement recorded in Book 2120, Page 1481, Forsyth County Registry.
|
7.
|
Deed of Trust for Luther N. and Pauline H. Butner recorded in Book 2128, Page 2057, Forsyth County Registry; and Occupancy Agreement recorded in Book 2128, Page 2038, Forsyth County Registry.
|
8.
|
Deed of Trust for Donald S. Gaither and wife, Carolyn W. Gaither recorded in Book 2130, Page 3103, Forsyth County Registry; and Occupancy Agreement recorded in Book 2130, Page 3124, Forsyth County Registry.
|
9.
|
Deed of Trust for Camel Jackson Porter, Jr. and wife, Foy Claudine Porter recorded in Book 2134, Page 349, Forsyth County Registry.
|
10.
|
Deed of Trust for Ruby C. Pulliam recorded in Book 2145, Page 1343, Forsyth County Registry.
|
11.
|
Deed of Trust for Alton T. Wheeler and wife, Mary N. Wheeler recorded in Book 2161, Page 3314, Forsyth County Registry.
|
12.
|
Deed of Trust for James H. McGrath and wife, Catharine C. McGrath recorded in Book 2195, Page 1378, Forsyth County Registry.
|
13.
|
Deed of Trust for Sally S. Bost recorded in Book 2226, Page 749, Forsyth County Registry.
|
14.
|
Deed of Trust for Robert George Clayton and wife, Sudie Hanes Clayton recorded in Book 2240, Page 906, Forsyth County Registry.
|
15.
|
Deed of Trust for Dovie A. Blakely and Erma Blakely recorded in Book 2360, Page 2900, Forsyth County Registry; and Occupancy Agreement recorded in Book 2360, Page 2879, Forsyth County Registry.
|
16.
|
Deed of Trust for T.D. Flack, Jr. and wife Hazel W. Flack recorded in Book 2416, Page 2203, Forsyth County Registry; and Occupancy Agreement recorded in Book 2416, Page 2183, Forsyth County Registry.
|
17.
|
Deed of Trust for Rachel D. Marley recorded in Book 2488, Page 4082, Forsyth County Registry; and memorandum of Occupancy Agreement recorded in Book 2488, Page 4090, Forsyth County Registry.
|
18.
|
Deed of Trust for M. Paul and Marlan S. Sloan recorded in Book 2491, Page 216, Forsyth County Registry.
|
19.
|
Deed of Trust for Howard H. and Elizabeth G. Arnold recorded in Book 2527, Page 1738, Forsyth County Registry.
|
20.
|
Deed of Trust for Robert E. and Alice H. Webb recorded in Book 2580, Page 2348, Forsyth County Registry; as assigned and modified in Book 2661, Page 4049, Forsyth County Registry.
|
1.
|
Mortgage and Security Agreement in the original principal amount of
|
2.
|
Mortgage and Security Agreement in the original principal amount of
|
3.
|
Mortgage and Security Agreement in the original principal amount of
|
4.
|
Mortgage and Security Agreement in the original principal amount of
|
5.
|
Mortgage and Security Agreement in the original principal amount of
|
6.
|
Mortgage and Security Agreement in the original principal amount of
|
7.
|
Mortgage and Security Agreement in the original principal amount of
|
8.
|
Mortgage and Security Agreement in the original principal amount of
|
9.
|
Mortgage in the original principal amount of $230,116.00, executed by Osprey Village at Amelia Island, Ltd. in favor of L. Victor and Jean I. Haines, recorded May 4, 1999 in Official Records Book 881, Page 985, as assigned by Assignment of Mortgage and Security Agreement to Jean I. Haines Revocable Trust dated September 16, 2009 recorded in Official Records Book 1641, Page 1848.
|
10.
|
Mortgage in the original principal amount of $206,499.00 , executed by Osprey Village at Amelia Island, Ltd. in favor of Ruth and Rosco Mausicano, recorded May 21, 1998 in Official Records Book 834, Page 1521, as re-recorded in Official Records Book 845, Page 1103; as assigned by Assignment of Note, Mortgage and Occupancy Agreement to J. Curtis Hyers, Successor Trustee of the Living Trust of Rocco N. Marsicano dated April 10, 1990 recorded in Official Records Book 1860, Page 20 and as assigned to the Edward Farrell Marsicano Scholarship Fund and St. Michaels Academy Scholarship Fund recorded in Official Records Book 1860, Page 22.
|
11.
|
Mortgage and Security Agreement in the original principal amount of
|
12.
|
Mortgage and Security Agreement in the original principal amount of
|
13.
|
Mortgage and Security Agreement in the original principal amount of
|
14.
|
Mortgage and Security Agreement in the original principal amount of
|
15.
|
Mortgage and Security Agreement in the original principal amount of
|
16.
|
Mortgage and Security Agreement in the original principal amount of
|
17.
|
Mortgage and Security Agreement in the original principal amount of
|
18.
|
Mortgage and Security Agreement in the original principal amount of
|
19.
|
Mortgage and Security Agreement in the original principal amount of
|
20.
|
Mortgage and Security Agreement in the original principal amount of
|
21.
|
Mortgage and Security Agreement in the original principal amount of
|
22.
|
Mortgage and Security Agreement in the original principal amount of
|
23.
|
Mortgage and Security Agreement in the original principal amount of
|
24.
|
Mortgage and Security Agreement in the original principal amount of
|
25.
|
Mortgage and Security Agreement in the original principal amount of
|
26.
|
Mortgage and Security Agreement in the original principal amount of
|
27.
|
Mortgage and Security Agreement in the original principal amount of
|
28.
|
Mortgage and Security Agreement in the original principal amount of
|
29.
|
Mortgage and Security Agreement in the original principal amount of
|
30.
|
Mortgage and Security Agreement in the original principal amount of
|
31.
|
Mortgage and Security Agreement in the original principal amount of
|
32.
|
Mortgage and Security Agreement in the original principal amount of
|
33.
|
Mortgage and Security Agreement in the original principal amount of
|
34.
|
Mortgage and Security Agreement in the original principal amount of
|
35.
|
Mortgage and Security Agreement in the original principal amount of
|
36.
|
Mortgage and Security Agreement in the original principal amount of
|
37.
|
Mortgage and Security Agreement in the original principal amount of
|
38.
|
Mortgage and Security Agreement in the original principal amount of
|
39.
|
Mortgage and Security Agreement in the original principal amount of
|
40.
|
Mortgage and Security Agreement in the original principal amount of
|
41.
|
Mortgage and Security Agreement in the original principal amount of
|
42.
|
Mortgage and Security Agreement in the original principal amount of
|
43.
|
Mortgage in the original principal amount of $250,481.54, executed by Osprey Village at Amelia Island, Ltd., a Florida limited liability company et al. in favor of The Trust u/w/o Helen I. Coolidge dated May 9, 1979 whose trustees are Thomas R. Coolidge and Susan L. Coolidge, recorded June 29, 2004 in Official Records Book 1241, Page 1761.
|
44.
|
Mortgage in the original principal amount of $277,785.90, executed by Osprey Village at Amelia Island, Ltd., a Florida limited liability company et al. in favor of William J. Clower and Irene B. Clower, recorded July 1, 2004 in Official Records Book 1242, Page 1178.
|
45.
|
Mortgage in the original principal amount of $348,300.00, executed by Osprey Village at Amelia Island, Ltd., a Florida limited liability company et al. in favor of Eleanor R. Beaty, recorded November 9, 2004 in Official Records Book 1272, Page 1188.
|
46.
|
Mortgage in the original principal amount of $357,668.57, executed by Osprey Village at Amelia Island, Ltd., a Florida limited liability company et al. in favor of Henry T. Eaton and Phyllis E. Eaton Trust, recorded January 5, 2005 in Official Records Book 1285, Page 1346.
|
47.
|
Mortgage in the original principal amount of $316,237.50, executed by Osprey Village at Amelia Island, Ltd., a Florida limited liability company et al. in favor of James R. Maim and Constance B. Maim, recorded May 20, 2005 in Official Records Book 1318, Page 1715, As assigned by Assignment to James R. Maim and Constance B. Maim as co-trustees of the James R. Maim and Constance B. Maim Joint Revocable Trust dated April 25, 2005 recorded in Official Records Book 1381, Page 211.
|
48.
|
Mortgage in the original principal amount of $347,238.00, executed by Osprey Village at Amelia Island, Ltd., a Florida limited liability company et al. in favor of William A. McAllister, Jr. and Carol D. McAllister, recorded July 11, 2005 in Official Records Book 1331, Page 1870.
|
49.
|
Mortgage in the original principal amount of $513,525.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Howard Ezell and Marilyn Ezell, recorded March 27, 2007 in Official Records Book 1488, Page 353.
|
50.
|
Mortgage in the original principal amount of $347,238.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of William H. Galbraith, Jr. and Irene S. Galbraith, recorded February 22, 2006 in Official Records Book 1390, Page 1873.
|
51.
|
Mortgage in the original principal amount of $360,738.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Martin C. Peterson and Madelyn Peterson, recorded February 22, 2006 in Official Records Book 1390, Page 1843.
|
52.
|
Mortgage in the original principal amount of $330,786.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Amelia Island, Ltd et. al. to John Puckett, Jr. and Winifred Puckett, recorded December 18, 2006 in Official Records Book 1466, Page 208.
|
53.
|
Mortgage in the original principal amount of $472,280.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Gaston Denoyers & Helenenoyers, recorded March 16, 2006 in Official Records Book 1396, Page 1245.
|
54.
|
Mortgage in the original principal amount of $376,609.50, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability
|
55.
|
Mortgage in the original principal amount of $302,400.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of George S. Patrick, Eugenia M. Patrick, Peter Burnette and Olivia Burnette, recorded May 30, 2006 in Official Records Book 1415, Page 1576.
|
56.
|
Mortgage in the original principal amount of $443,750.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Elsie G. Kelly, recorded July 7, 2006 in Official Records Book 1426, Page 814.
|
57.
|
Mortgage in the original principal amount of $416,630.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Oscar J. Martin, recorded July 12, 2006 in Official Records Book 1427, Page 747, as assigned by Assignment to Susan E. Martin as trustee of the Susan E. Martin Exempt Trust and Peter B. Martin as Trustee under the Peter B. Martin Exempt Trust recorded in Official Records Book 1878, Page 474.
|
58.
|
Mortgage in the original principal amount of $443,750.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Laurens Maclure and Jane White MacLure, recorded July 20, 2006 in Official Records Book 1429, Page 1187, as assigned by Assignment to Jane W. MacLure trustee of the Jane W. MacLure Revocable Trust dated August 14, 2007 recorded in Official Records Book 1524, Page 1453.
|
59.
|
Mortgage in the original principal amount of $434,176.20, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of William A. Salmond and Claire S. Salmond, recorded July 25, 2006 in Official Records Book 1430, Page 1079.
|
60.
|
Mortgage in the original principal amount of $373,338.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Frank A. Pfalzer and Patricia J. Pfalzer, recorded October 6, 2006 in Official Records Book 1450, Page 866.
|
61.
|
Mortgage in the original principal amount of $425,400.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Mary E. Anderson and Katharine A. Baxter, recorded March 7, 2007 in Official Records Book 1483, Page 1065, as affected by (partial) Satisfaction from and Katharine A. Baxter recorded in Official Records Book 1861, Page 391.
|
62.
|
Mortgage in the original principal amount of $376,173.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Robert G. Jewell and Nancy J. Jewell, recorded April 4, 2007 in Official Records Book 1490, Page 194.
|
63.
|
Mortgage in the original principal amount of $591,608.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability
|
64.
|
Mortgage in the original principal amount of $488,300.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Jesse W. Mendhall and Lois J. Mendenhall, recorded June 21, 2007 in Official Records Book 1506, Page 1951.
|
65.
|
Mortgage in the original principal amount of $600,000.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of A. David. McGugan and Janel O. McGugan, recorded October 3, 2007 in Official Record Book 1528, Page 902.
|
66.
|
Mortgage in the original principal amount of $558,500.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of William F. Phillip and Margery P. Phillip, recorded November 16, 2007 in Official Records Book 1536, Page 237.
|
67.
|
Mortgage in the original principal amount of $513,250.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Inez B. Merritt, recorded November 30, 2007 in Official Records Book 1538, Page 743.
|
68.
|
Mortgage in the original principal amount of $324,270.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Richard V. Harris and Mildred M. Harris, recorded December 6, 2007 in Official Records Book 1539, Page 694.
|
69.
|
Mortgage in the original principal amount of $414,720.00, executed by Health Care REIT, Inc., Osprey Village at Amelia Island, Ltd., Florida limited liability company et al. in favor of Delores H. O'Neil, recorded March 6, 2008 in Official Records Book 1554, Page 722.
|
Litchfield
|
4,756,834.84
|
|
Summit Hills
|
5,957,160.13
|
|
Homestead
|
4,657,634.17
|
|
Osprey
|
12,881,092.61
|
|
|
|
|
Total
|
$28,252,721.25
|
|
1.
|
Care YBE Subsidiary LLC (which was acquired by a Subsidiary of the Company on June 28, 2013) is the borrower under certain loans (collectively, the “
Care Fannie Mae Loans
”) evidenced by (a) a Multi-Family Note in the original principal amount of $74,589,000 dated June 26, 2008, and (b) a Multi-Family Note in the original principal amount of $7,638,400 dated September 30, 2008.
|
2.
|
Underwritten public offering of $200 million aggregate principal amount of 3.25% Convertible Senior Notes due 2021.
|
3.
|
The Company is a counter-party to an Interest Rate Swap in the notional amount of $40,000,000 with Bank of Montreal pursuant to an ISDA Master Agreement dated May 4, 2012.
|
4.
|
The Company is a counter-party to an Interest Rate Swap in the notional amount of $130,000,000 with Wells Fargo Bank, N.A. pursuant to an ISDA Master Agreement dated March 27, 2014.
|
5.
|
Mortgage Note in the amount of $9,905,200 dated September 1, 2012 by Lancaster Pollard Mortgage Company, LLC, successor by conversion to Lancaster Pollard Mortgage Company, originally endorsed for insurance by the
|
6.
|
Healthcare Facility Note in the amount of $4,538,600 by Grand Island Bickford Cottage, L.L.C. for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 103-22056.
|
7.
|
Healthcare Facility Note in the amount of $6,781,700 by JV Landlord-Lansing, LLC for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 047-22097.
|
8.
|
Healthcare Facility Note in the amount of $5,907,600 by JV Landlord-Midland, LLC for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 048-22031.
|
9.
|
Healthcare Facility Note in the amount of $3,889,300 by JV Landlord-Saginaw, LLC for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 048-22030.
|
10.
|
Healthcare Facility Note in the amount of $2,831,200 by JV Landlord-Clinton, LLC for the benefit of KeyBank National Association endorsed for insurance by
|
11.
|
Healthcare Facility Note in the amount of $4,091,800 by Cedar Falls Bickford Cottage, L.L.C. for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 074-22052.
|
12.
|
Healthcare Facility Note in the amount of $4,269,600 by JV Landlord-Peoria II, LLC for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 071-22315.
|
13.
|
Healthcare Facility Note in the amount of $2,570,800 by JV Landlord-Iowa City, LLC for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 074-22050.
|
14.
|
Healthcare Facility Note in the amount of $3,126,400 by JV Landlord-Battle Creek, LLC for the benefit of KeyBank National Association endorsed for insurance by the U.S. Department of Housing and Urban Development (“HUD”) pursuant to Section 232, Section 223(f), as FHA Project No. 047-22096.
|
15.
|
Third Amended and Restated Credit Agreement dated as of March 27, 2014 by and among the Company (“Borrower”), certain Subsidiaries of the Borrower as Subsidiary Guarantors (the “Subsidiary Guarantors”), certain Subsidiaries of the Borrower as Limited Guarantors (the “Limited Guarantors”), the Lenders party thereto and Wells Fargo Bank, N.A., as Administrative Agent, Swing Line Lender and Issuing Bank (the “Administrative Agent”), which provides for a $450,000,000 Revolving Credit Facility, which includes a $10,000,000 Letter of Credit Facility and a $10,000,000 Swing Line Loan Facility, and a $40,000,000 Term Loan and an $80,000,000 Term Loan, and a $130,000,000 Term Loan.
|
7.
|
Schedule 2
is a list of all Investments in the Limited Guarantors as of the date hereof.
|
By:
|
Name:
Title:
|
Exhibit 12.1
|
|
||||||||||||||||||
NATIONAL HEALTH INVESTORS, INC.
|
|||||||||||||||||||
STATEMENT REGARDING COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND
|
|||||||||||||||||||
RATIO OF COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS
|
|||||||||||||||||||
(dollars in thousands)
|
|||||||||||||||||||
(unaudited)
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Year Ended
|
||||||||||||||||||
|
2014
|
|
2013
|
|
2012
|
|
2011
|
|
2010
|
||||||||||
Earnings
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations before adjustment for income or loss from equity investees
|
$
|
103,123
|
|
|
$
|
79,174
|
|
|
$
|
72,789
|
|
|
$
|
69,817
|
|
|
$
|
58,729
|
|
Add: State franchise taxes based on gross receipts
|
133
|
|
|
132
|
|
|
117
|
|
|
96
|
|
|
82
|
|
|||||
Add: Fixed charges
|
26,948
|
|
|
9,607
|
|
|
3,700
|
|
|
2,681
|
|
|
1,860
|
|
|||||
Add: Amortization of capitalized interest
|
112
|
|
|
9
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|||||
Subtract: Preferred stock dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Subtract: Interest capitalized
|
(576
|
)
|
|
(378
|
)
|
|
(208
|
)
|
|
(30
|
)
|
|
—
|
|
|||||
Total Earnings
|
$
|
129,740
|
|
|
$
|
88,544
|
|
|
$
|
76,399
|
|
|
$
|
72,564
|
|
|
$
|
60,671
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed Charges
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
$
|
23,302
|
|
|
$
|
8,523
|
|
|
$
|
3,172
|
|
|
$
|
2,070
|
|
|
$
|
1,552
|
|
Interest capitalized
|
576
|
|
|
378
|
|
|
208
|
|
|
30
|
|
|
—
|
|
|||||
Amortization of costs related to indebtedness
|
3,070
|
|
|
706
|
|
|
320
|
|
|
581
|
|
|
308
|
|
|||||
Total Fixed Charges
|
26,948
|
|
|
9,607
|
|
|
3,700
|
|
|
2,681
|
|
|
1,860
|
|
|||||
Preferred Stock Dividends
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Combined Fixed Charges and Preferred Stock Dividends
|
$
|
26,948
|
|
|
$
|
9,607
|
|
|
$
|
3,700
|
|
|
$
|
2,681
|
|
|
$
|
1,860
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of Earnings to Fixed Charges
|
4.81
|
|
|
9.22
|
|
|
20.65
|
|
|
27.07
|
|
|
32.62
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
(1) There was no preferred stock outstanding for any of the periods presented.
|
|
|
|
|
|
|
|
|
|
NHI Subsidiary:
NHI/REIT, Inc.
Florida Holdings IV, LLC
NHI/Anderson, LLC
NHI/Laurens, LLC
Texas NHI Investors, LLC
NHI of Paris, LLC
NHI of San Antonio, LLC
NHI of East Houston, LLC
NHI of Northwest Houston, LLC
NHI REIT of Alabama, L.P. (f/k/a NHI of Alabama, Ltd.)
NHI-REIT of Arizona, Limited Partnership
NHI-REIT of California, LP
NHI/REIT of Florida, L.P. (f/k/a NHI of Florida, Ltd.)
NHI-REIT of Florida, LLC
NHI-REIT of Georgia, L.P. (f/k/a NHI of Georgia L.P.)
NHI-REIT of Idaho, L.P.
NHI of Kansas, L.P.
NHI-REIT of Minnesota, LLC
NHI-REIT of Missouri, LP (f/k/a NHI of Missouri, L.P.)
NHI-REIT of Northeast, LLC
NHI-REIT of New Jersey, L.P.
NHI-REIT of Pennsylvania, L.P.
NHI-REIT of South Carolina, L.P. (f/k/a NHI of South
Carolina, L.P.)
NHI-REIT of Tennessee, LLC
NHI-REIT of Texas, L.P.
NHI-REIT of Virginia, L.P. (f/k/a NHI of Virginia, L.P.)
NHI Selah Properties, LLC
NHI of Ennis, LLC
NHI of Greenville, LLC
NHI of North Houston, LLC
NHI of West Houston, LLC
NHI-REIT of Washington, LLC
International Health Investors, Inc.
NHI of Kyle, LLC
NHI-SS TRS, LLC
NHI PropCo, LLC
NHI-REIT of Oregon, LLC
NHI-REIT of Wisconsin, LLC
NHI-REIT of Ohio, LLC
NHI-REIT of Maryland, LLC
NHI-REIT of Next House, LLC
NHI-Bickford RE, LLC
Myrtle Beach Retirement Residence, LLC
Voorheese Retirement Residence, LLC
Bickford at Mission Springs I, L.L.C.
Bickford at Mission Springs II, L.L.C.
Bickford of Overland Park, L.L.C.
Cedar Falls Bickford Cottage, L.L.C.
Cedar Falls Bickford Cottage Opco, LLC
Grand Island Bickford Cottage, L.L.C.
Grand Island Bickford Cottage Opco, LLC
Wabash Bickford Cottage, L.L.C.
Wabash Bickford Cottage Opco, LLC
Bickford of Crown Point, LLC
Bickford Master II, L.L.C.
Battle Creek Bickford Cottage, L.L.C.
Bickford of Carmel, LLC
Bickford of Greenwood, LLC
Bickford at Mission Springs Opco I, LLC
Bickford at Mission Springs Opco II, LLC
Bickford of Overland Park Opco LLC
Clinton Bickford Cottage, L.L.C.
Iowa City Bickford Cottage, L.L.C.
Lafayette Bickford Cottage, L.L.C.
Lansing Bickford Cottage, L.L.C.
Midland Bickford Cottage, L.L.C.
Peoria Bickford Cottage, L.L.C.
Saginaw Bickford Cottage, L.L.C.
Bickford Master I, L.L.C.
Care YBE Subsidiary LLC
Ames Bickford Cottage, L.L.C.
Bourbonnais Bickford House, L.L.C.
Burlington Bickford Cottage, L.L.C.
Crawfordsville Bickford Cottage, L.L.C.
Fort Dodge Bickford Cottage, L.L.C.
Lincoln Bickford Cottage, L.L.C.
Marshalltown Bickford Cottage, L.L.C.
Moline Bickford Cottage, L.L.C.
Muscatine Bickford Cottage, L.L.C.
Omaha II Bickford Cottage, L.L.C.
Quincy Bickford Cottage, L.L.C.
Rockford Bickford House, L.L.C.
Springfield Bickford House, L.L.C.
Urbandale Bickford Cottage, L.L.C.
JV Landlord-Battle Creek, LLC
JV Landlord-Clinton, LLC
JV Landlord-Iowa City, LLC
JV Landlord-Lansing, LLC
JV Landlord-Midland, LLC
JV Landlord-Peoria II, LLC
JV Landlord-Saginaw, LLC
JV Bickford Master Tenant, LLC
JV Landlord-Middletown, LLC
Bickford of Middletown, LLC
NHI-REIT of Seaside, LLC
|
State of Formation:
Maryland
Delaware
Delaware
Delaware
Texas
Delaware
Delaware
Delaware
Delaware
Alabama
Arizona
California
Florida
Delaware
Georgia
Idaho
Kansas
Delaware
Missouri
Delaware
New Jersey
Pennsylvania
South Carolina
Tennessee
Texas
Virginia
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Maryland
Delaware
Delaware
Delaware
Delaware
|
Delaware
Delaware
Delaware
Delaware
Delaware
Oregon
Oregon
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Delaware
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Kansas
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Delaware
Kansas
Delaware
Kansas
Delaware
|
1.
|
I have reviewed this annual report on Form 10-K of the registrant, National Health Investors, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 17, 2015
|
/s/ J. Justin Hutchens
|
|
|
J. Justin Hutchens
|
|
|
President, Chief Executive Officer,
|
|
|
and Director
|
1.
|
I have reviewed this annual report on Form 10-K of the registrant, National Health Investors, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions) :
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
February 17, 2015
|
/s/ Roger R. Hopkins
|
|
|
Roger R. Hopkins
|
|
|
Chief Accounting Officer
|
|
|
(Principal Financial Officer and Principal Accounting Officer)
|
(a)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(b)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer.
|
Date:
|
February 17, 2015
|
/s/ J. Justin Hutchens
|
|
|
J. Justin Hutchens
|
|
|
President, Chief Executive Officer,
|
|
|
and Director
|
|
||
|
||
|
||
Date:
|
February 17, 2015
|
/s/ Roger R. Hopkins
|
|
|
Roger R. Hopkins
|
|
|
Chief Accounting Officer
|
|
|
(Principal Financial Officer and Principal Accounting Officer)
|
|
Balance
|
|
Additions
|
|
|
|
|
||||||||
|
Beginning
|
|
Charged to Costs
|
|
|
|
Balance
|
||||||||
|
of Period
|
|
and Expenses
1
|
|
Deductions
|
|
End of Period
|
||||||||
|
|
|
|
|
|
|
|
||||||||
For the year ended December 31, 2014
|
|
|
|
|
|
|
|
||||||||
Loan loss allowance
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
For the year ended December 31, 2013
|
|
|
|
|
|
|
|
||||||||
Loan loss allowance
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
For the year ended December 31, 2012
|
|
|
|
|
|
|
|
||||||||
Loan loss allowance
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
NATIONAL HEALTH INVESTORS, INC.
|
||||||||||||||||||||||||||||||||
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
|
||||||||||||||||||||||||||||||||
December 31, 2014
|
||||||||||||||||||||||||||||||||
(in thousands)
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
Costs
|
|
Gross Amount at Which
|
|
|
|
||||||||||||||||||||
|
|
|
Initial Cost to Company
|
|
Capitalized
|
|
Carried at Close of Period
|
|
|
Date
|
||||||||||||||||||||||
|
|
|
|
|
Buildings &
|
|
Subsequent to
|
|
|
|
Buildings &
|
|
|
|
Accumulated
|
Acquired/
|
||||||||||||||||
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Acquisition
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
Constructed
|
||||||||||||||||
Skilled Nursing Facilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Anniston, AL
|
$
|
—
|
|
|
$
|
70
|
|
|
$
|
4,477
|
|
|
$
|
—
|
|
|
$
|
70
|
|
|
$
|
4,477
|
|
|
$
|
4,547
|
|
|
$
|
3,206
|
|
10/17/1991
|
Moulton, AL
|
—
|
|
|
25
|
|
|
688
|
|
|
—
|
|
|
25
|
|
|
688
|
|
|
713
|
|
|
688
|
|
10/17/1991
|
||||||||
Avondale, AZ
|
—
|
|
|
453
|
|
|
6,678
|
|
|
—
|
|
|
453
|
|
|
6,678
|
|
|
7,131
|
|
|
3,241
|
|
8/13/1996
|
||||||||
Brooksville, FL
|
—
|
|
|
1,217
|
|
|
16,166
|
|
|
—
|
|
|
1,217
|
|
|
16,166
|
|
|
17,383
|
|
|
1,987
|
|
2/1/2010
|
||||||||
Crystal River, FL
|
—
|
|
|
912
|
|
|
12,117
|
|
|
—
|
|
|
912
|
|
|
12,117
|
|
|
13,029
|
|
|
1,489
|
|
2/1/2010
|
||||||||
Dade City, FL
|
—
|
|
|
605
|
|
|
8,042
|
|
|
—
|
|
|
605
|
|
|
8,042
|
|
|
8,647
|
|
|
988
|
|
2/1/2010
|
||||||||
Hudson, FL (2 facilities)
|
—
|
|
|
1,290
|
|
|
22,392
|
|
|
—
|
|
|
1,290
|
|
|
22,392
|
|
|
23,682
|
|
|
8,942
|
|
Various
|
||||||||
Merritt Island, FL
|
—
|
|
|
701
|
|
|
8,869
|
|
|
—
|
|
|
701
|
|
|
8,869
|
|
|
9,570
|
|
|
6,546
|
|
10/17/1991
|
||||||||
New Port Richey, FL
|
—
|
|
|
228
|
|
|
3,023
|
|
|
—
|
|
|
228
|
|
|
3,023
|
|
|
3,251
|
|
|
372
|
|
2/1/2010
|
||||||||
Plant City, FL
|
—
|
|
|
405
|
|
|
8,777
|
|
|
—
|
|
|
405
|
|
|
8,777
|
|
|
9,182
|
|
|
6,634
|
|
10/17/1991
|
||||||||
Stuart, FL
|
—
|
|
|
787
|
|
|
9,048
|
|
|
—
|
|
|
787
|
|
|
9,048
|
|
|
9,835
|
|
|
6,771
|
|
10/17/1991
|
||||||||
Trenton, FL
|
—
|
|
|
851
|
|
|
11,312
|
|
|
—
|
|
|
851
|
|
|
11,312
|
|
|
12,163
|
|
|
1,390
|
|
2/1/2010
|
||||||||
Grangeville, ID
|
—
|
|
|
122
|
|
|
2,491
|
|
|
—
|
|
|
122
|
|
|
2,491
|
|
|
2,613
|
|
|
1,229
|
|
8/13/1996
|
||||||||
Glasgow, KY
|
—
|
|
|
33
|
|
|
2,110
|
|
|
—
|
|
|
33
|
|
|
2,110
|
|
|
2,143
|
|
|
1,902
|
|
10/17/1991
|
||||||||
Greenfield, MA
|
—
|
|
|
370
|
|
|
4,341
|
|
|
—
|
|
|
370
|
|
|
4,341
|
|
|
4,711
|
|
|
153
|
|
8/30/2013
|
||||||||
Holyoke, MA
|
—
|
|
|
110
|
|
|
943
|
|
|
—
|
|
|
110
|
|
|
943
|
|
|
1,053
|
|
|
35
|
|
8/30/2013
|
||||||||
Quincy, MA
|
—
|
|
|
450
|
|
|
710
|
|
|
—
|
|
|
450
|
|
|
710
|
|
|
1,160
|
|
|
24
|
|
8/30/2013
|
||||||||
Taunton, MA
|
—
|
|
|
900
|
|
|
5,906
|
|
|
—
|
|
|
900
|
|
|
5,906
|
|
|
6,806
|
|
|
210
|
|
8/30/2013
|
||||||||
Desloge, MO
|
—
|
|
|
178
|
|
|
3,804
|
|
|
—
|
|
|
178
|
|
|
3,804
|
|
|
3,982
|
|
|
2,989
|
|
10/17/1991
|
||||||||
Joplin, MO
|
—
|
|
|
175
|
|
|
4,034
|
|
|
—
|
|
|
175
|
|
|
4,034
|
|
|
4,209
|
|
|
2,501
|
|
10/17/1991
|
||||||||
Kennett, MO
|
—
|
|
|
180
|
|
|
4,928
|
|
|
—
|
|
|
180
|
|
|
4,928
|
|
|
5,108
|
|
|
3,919
|
|
10/17/1991
|
||||||||
Maryland Heights, MO
|
—
|
|
|
482
|
|
|
5,512
|
|
|
—
|
|
|
482
|
|
|
5,512
|
|
|
5,994
|
|
|
4,953
|
|
10/17/1991
|
||||||||
St. Charles, MO
|
—
|
|
|
150
|
|
|
4,790
|
|
|
—
|
|
|
150
|
|
|
4,790
|
|
|
4,940
|
|
|
3,757
|
|
10/17/1991
|
||||||||
Manchester, NH
|
—
|
|
|
790
|
|
|
20,077
|
|
|
—
|
|
|
790
|
|
|
20,077
|
|
|
20,867
|
|
|
693
|
|
8/30/2013
|
||||||||
Epsom, NH
|
—
|
|
|
630
|
|
|
2,191
|
|
|
—
|
|
|
630
|
|
|
2,191
|
|
|
2,821
|
|
|
81
|
|
8/30/2013
|
||||||||
Albany, OR
|
—
|
|
|
190
|
|
|
11,150
|
|
|
—
|
|
|
190
|
|
|
11,150
|
|
|
11,340
|
|
|
219
|
|
3/31/2014
|
||||||||
Creswell, OR
|
—
|
|
|
470
|
|
|
9,642
|
|
|
—
|
|
|
470
|
|
|
9,642
|
|
|
10,112
|
|
|
205
|
|
3/31/2014
|
||||||||
Forest Grove, OR
|
—
|
|
|
540
|
|
|
12,277
|
|
|
—
|
|
|
540
|
|
|
12,277
|
|
|
12,817
|
|
|
257
|
|
3/31/2014
|
||||||||
Anderson, SC
|
—
|
|
|
308
|
|
|
4,643
|
|
|
—
|
|
|
308
|
|
|
4,643
|
|
|
4,951
|
|
|
3,998
|
|
10/17/1991
|
||||||||
Greenwood, SC
|
—
|
|
|
222
|
|
|
3,457
|
|
|
—
|
|
|
222
|
|
|
3,457
|
|
|
3,679
|
|
|
2,925
|
|
10/17/1991
|
||||||||
Laurens, SC
|
—
|
|
|
42
|
|
|
3,426
|
|
|
—
|
|
|
42
|
|
|
3,426
|
|
|
3,468
|
|
|
2,685
|
|
10/17/1991
|
||||||||
Orangeburg, SC
|
—
|
|
|
300
|
|
|
3,715
|
|
|
—
|
|
|
300
|
|
|
3,715
|
|
|
4,015
|
|
|
640
|
|
9/25/2008
|
||||||||
Athens, TN
|
—
|
|
|
38
|
|
|
1,463
|
|
|
—
|
|
|
38
|
|
|
1,463
|
|
|
1,501
|
|
|
1,314
|
|
10/17/1991
|
||||||||
Chattanooga, TN
|
—
|
|
|
143
|
|
|
2,309
|
|
|
—
|
|
|
143
|
|
|
2,309
|
|
|
2,452
|
|
|
2,044
|
|
10/17/1991
|
||||||||
Dickson, TN
|
—
|
|
|
90
|
|
|
3,541
|
|
|
—
|
|
|
90
|
|
|
3,541
|
|
|
3,631
|
|
|
2,798
|
|
10/17/1991
|
||||||||
Franklin, TN
|
—
|
|
|
47
|
|
|
1,130
|
|
|
—
|
|
|
47
|
|
|
1,130
|
|
|
1,177
|
|
|
955
|
|
10/17/1991
|
||||||||
Hendersonville, TN
|
—
|
|
|
363
|
|
|
3,837
|
|
|
—
|
|
|
363
|
|
|
3,837
|
|
|
4,200
|
|
|
2,667
|
|
10/17/1991
|
NATIONAL HEALTH INVESTORS, INC.
|
||||||||||||||||||||||||||||||||
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
|
||||||||||||||||||||||||||||||||
December 31, 2014
|
||||||||||||||||||||||||||||||||
(in thousands)
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
Costs
|
|
Gross Amount at Which
|
|
|
|
||||||||||||||||||||
|
|
|
Initial Cost to Company
|
|
Capitalized
|
|
Carried at Close of Period
|
|
|
Date
|
||||||||||||||||||||||
|
|
|
|
|
Buildings &
|
|
Subsequent to
|
|
|
|
Buildings &
|
|
|
|
Accumulated
|
Acquired/
|
||||||||||||||||
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Acquisition
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
Constructed
|
||||||||||||||||
Johnson City, TN
|
—
|
|
|
85
|
|
|
1,918
|
|
|
—
|
|
|
85
|
|
|
1,918
|
|
|
2,003
|
|
|
1,788
|
|
10/17/1991
|
||||||||
Lewisburg, TN (2 facilities)
|
—
|
|
|
46
|
|
|
994
|
|
|
—
|
|
|
46
|
|
|
994
|
|
|
1,040
|
|
|
928
|
|
10/17/1991
|
||||||||
McMinnville, TN
|
—
|
|
|
73
|
|
|
3,618
|
|
|
—
|
|
|
73
|
|
|
3,618
|
|
|
3,691
|
|
|
2,814
|
|
10/17/1991
|
||||||||
Milan, TN
|
—
|
|
|
41
|
|
|
1,826
|
|
|
—
|
|
|
41
|
|
|
1,826
|
|
|
1,867
|
|
|
1,545
|
|
10/17/1991
|
||||||||
Pulaski, TN
|
—
|
|
|
53
|
|
|
3,921
|
|
|
—
|
|
|
53
|
|
|
3,921
|
|
|
3,974
|
|
|
3,090
|
|
10/17/1991
|
||||||||
Lawrenceburg, TN
|
—
|
|
|
98
|
|
|
2,901
|
|
|
—
|
|
|
98
|
|
|
2,901
|
|
|
2,999
|
|
|
2,113
|
|
10/17/1991
|
||||||||
Dunlap, TN
|
—
|
|
|
35
|
|
|
3,679
|
|
|
—
|
|
|
35
|
|
|
3,679
|
|
|
3,714
|
|
|
2,651
|
|
10/17/1991
|
||||||||
Smithville, TN
|
—
|
|
|
35
|
|
|
3,816
|
|
|
—
|
|
|
35
|
|
|
3,816
|
|
|
3,851
|
|
|
2,923
|
|
10/18/1991
|
||||||||
Somerville, TN
|
—
|
|
|
26
|
|
|
678
|
|
|
—
|
|
|
26
|
|
|
678
|
|
|
704
|
|
|
637
|
|
10/19/1991
|
||||||||
Sparta, TN
|
—
|
|
|
80
|
|
|
1,602
|
|
|
—
|
|
|
80
|
|
|
1,602
|
|
|
1,682
|
|
|
1,311
|
|
10/20/1991
|
||||||||
Canton, TX
|
—
|
|
|
420
|
|
|
12,330
|
|
|
—
|
|
|
420
|
|
|
12,330
|
|
|
12,750
|
|
|
682
|
|
4/18/2013
|
||||||||
Corinth, TX
|
—
|
|
|
1,075
|
|
|
13,935
|
|
|
—
|
|
|
1,075
|
|
|
13,935
|
|
|
15,010
|
|
|
829
|
|
4/18/2013
|
||||||||
Ennis, TX
|
—
|
|
|
986
|
|
|
9,025
|
|
|
—
|
|
|
986
|
|
|
9,025
|
|
|
10,011
|
|
|
1,015
|
|
10/31/2011
|
||||||||
Greenville, TX
|
—
|
|
|
1,800
|
|
|
13,948
|
|
|
—
|
|
|
1,800
|
|
|
13,948
|
|
|
15,748
|
|
|
1,409
|
|
10/31/2011
|
||||||||
Houston, TX (5 facilities)
|
—
|
|
|
3,818
|
|
|
63,921
|
|
|
—
|
|
|
3,818
|
|
|
63,921
|
|
|
67,739
|
|
|
10,255
|
|
Various
|
||||||||
Kyle, TX
|
—
|
|
|
1,096
|
|
|
12,279
|
|
|
—
|
|
|
1,096
|
|
|
12,279
|
|
|
13,375
|
|
|
1,114
|
|
6/11/2012
|
||||||||
Mesquite, TX
|
—
|
|
|
180
|
|
|
6,162
|
|
|
—
|
|
|
180
|
|
|
6,162
|
|
|
6,342
|
|
|
2,365
|
|
9/1/1998
|
||||||||
Paris, TX
|
—
|
|
|
60
|
|
|
12,040
|
|
|
—
|
|
|
60
|
|
|
12,040
|
|
|
12,100
|
|
|
2,017
|
|
6/30/2009
|
||||||||
San Antonio, TX
|
—
|
|
|
300
|
|
|
12,150
|
|
|
—
|
|
|
300
|
|
|
12,150
|
|
|
12,450
|
|
|
2,208
|
|
6/30/2009
|
||||||||
Bristol, VA
|
—
|
|
|
176
|
|
|
2,511
|
|
|
—
|
|
|
176
|
|
|
2,511
|
|
|
2,687
|
|
|
1,973
|
|
10/17/1991
|
||||||||
|
—
|
|
|
25,350
|
|
|
417,270
|
|
|
—
|
|
|
25,350
|
|
|
417,270
|
|
|
442,620
|
|
|
129,074
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Assisted Living Facilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Rainbow City, AL
|
—
|
|
|
670
|
|
|
11,330
|
|
|
—
|
|
|
670
|
|
|
11,330
|
|
|
12,000
|
|
|
410
|
|
10/31/2013
|
||||||||
Gilbert, AZ
|
—
|
|
|
451
|
|
|
3,142
|
|
|
79
|
|
|
451
|
|
|
3,221
|
|
|
3,672
|
|
|
1,274
|
|
12/31/1998
|
||||||||
Glendale, AZ
|
—
|
|
|
387
|
|
|
3,823
|
|
|
57
|
|
|
387
|
|
|
3,880
|
|
|
4,267
|
|
|
1,544
|
|
12/31/1998
|
||||||||
Tucson, AZ (2 facilities)
|
—
|
|
|
919
|
|
|
6,656
|
|
|
190
|
|
|
919
|
|
|
6,846
|
|
|
7,765
|
|
|
2,697
|
|
12/31/1998
|
||||||||
Sacramento, CA
|
—
|
|
|
660
|
|
|
10,840
|
|
|
—
|
|
|
660
|
|
|
10,840
|
|
|
11,500
|
|
|
179
|
|
6/1/2014
|
||||||||
Bartow, FL
|
—
|
|
|
225
|
|
|
3,192
|
|
|
—
|
|
|
225
|
|
|
3,192
|
|
|
3,417
|
|
|
396
|
|
11/30/2010
|
||||||||
Lakeland, FL
|
—
|
|
|
250
|
|
|
3,167
|
|
|
—
|
|
|
250
|
|
|
3,167
|
|
|
3,417
|
|
|
395
|
|
11/30/2010
|
||||||||
Maitland, FL
|
—
|
|
|
1,687
|
|
|
5,428
|
|
|
—
|
|
|
1,687
|
|
|
5,428
|
|
|
7,115
|
|
|
2,808
|
|
8/6/1996
|
||||||||
St. Cloud, FL
|
—
|
|
|
307
|
|
|
3,117
|
|
|
—
|
|
|
307
|
|
|
3,117
|
|
|
3,424
|
|
|
388
|
|
11/30/2010
|
||||||||
Greensboro, GA
|
—
|
|
|
572
|
|
|
4,849
|
|
|
12
|
|
|
572
|
|
|
4,861
|
|
|
5,433
|
|
|
446
|
|
9/15/2011
|
||||||||
Ames, IA
|
—
|
|
|
360
|
|
|
4,670
|
|
|
—
|
|
|
360
|
|
|
4,670
|
|
|
5,030
|
|
|
200
|
|
6/28/2013
|
||||||||
Burlington, IA
|
—
|
|
|
200
|
|
|
8,374
|
|
|
—
|
|
|
200
|
|
|
8,374
|
|
|
8,574
|
|
|
360
|
|
6/28/2013
|
||||||||
Cedar Falls, IA
|
4,072
|
|
|
260
|
|
|
4,700
|
|
|
—
|
|
|
260
|
|
|
4,700
|
|
|
4,960
|
|
|
206
|
|
6/28/2013
|
||||||||
Clinton, IA
|
2,818
|
|
|
133
|
|
|
3,215
|
|
|
—
|
|
|
133
|
|
|
3,215
|
|
|
3,348
|
|
|
391
|
|
6/30/2010
|
||||||||
Ft. Dodge, IA
|
—
|
|
|
100
|
|
|
7,208
|
|
|
—
|
|
|
100
|
|
|
7,208
|
|
|
7,308
|
|
|
302
|
|
6/28/2013
|
NATIONAL HEALTH INVESTORS, INC.
|
||||||||||||||||||||||||||||||||
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
|
||||||||||||||||||||||||||||||||
December 31, 2014
|
||||||||||||||||||||||||||||||||
(in thousands)
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
Costs
|
|
Gross Amount at Which
|
|
|
|
||||||||||||||||||||
|
|
|
Initial Cost to Company
|
|
Capitalized
|
|
Carried at Close of Period
|
|
|
Date
|
||||||||||||||||||||||
|
|
|
|
|
Buildings &
|
|
Subsequent to
|
|
|
|
Buildings &
|
|
|
|
Accumulated
|
Acquired/
|
||||||||||||||||
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Acquisition
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
Constructed
|
||||||||||||||||
Iowa City, IA
|
2,559
|
|
|
297
|
|
|
2,725
|
|
|
—
|
|
|
297
|
|
|
2,725
|
|
|
3,022
|
|
|
381
|
|
6/30/2010
|
||||||||
Marshalltown, IA
|
—
|
|
|
240
|
|
|
6,208
|
|
|
—
|
|
|
240
|
|
|
6,208
|
|
|
6,448
|
|
|
265
|
|
6/28/2013
|
||||||||
Muscatine, IA
|
—
|
|
|
140
|
|
|
1,802
|
|
|
—
|
|
|
140
|
|
|
1,802
|
|
|
1,942
|
|
|
87
|
|
6/28/2013
|
||||||||
Urbandale, IA
|
—
|
|
|
540
|
|
|
4,292
|
|
|
—
|
|
|
540
|
|
|
4,292
|
|
|
4,832
|
|
|
194
|
|
6/28/2013
|
||||||||
Caldwell, ID
|
—
|
|
|
320
|
|
|
10,080
|
|
|
—
|
|
|
320
|
|
|
10,080
|
|
|
10,400
|
|
|
210
|
|
3/31/2014
|
||||||||
Weiser, ID
|
—
|
|
|
20
|
|
|
2,433
|
|
|
—
|
|
|
20
|
|
|
2,433
|
|
|
2,453
|
|
|
128
|
|
12/21/2012
|
||||||||
Bourbonnais, IL
|
—
|
|
|
170
|
|
|
16,594
|
|
|
—
|
|
|
170
|
|
|
16,594
|
|
|
16,764
|
|
|
694
|
|
6/28/2013
|
||||||||
Moline, IL
|
—
|
|
|
250
|
|
|
5,630
|
|
|
—
|
|
|
250
|
|
|
5,630
|
|
|
5,880
|
|
|
244
|
|
6/28/2013
|
||||||||
Peoria, IL
|
4,260
|
|
|
403
|
|
|
4,532
|
|
|
96
|
|
|
403
|
|
|
4,628
|
|
|
5,031
|
|
|
625
|
|
10/19/2009
|
||||||||
Quincy, IL
|
—
|
|
|
360
|
|
|
12,403
|
|
|
—
|
|
|
360
|
|
|
12,403
|
|
|
12,763
|
|
|
517
|
|
6/28/2013
|
||||||||
Rockford, IL
|
—
|
|
|
390
|
|
|
12,576
|
|
|
—
|
|
|
390
|
|
|
12,576
|
|
|
12,966
|
|
|
541
|
|
6/28/2013
|
||||||||
Springfield, IL
|
—
|
|
|
450
|
|
|
19,355
|
|
|
—
|
|
|
450
|
|
|
19,355
|
|
|
19,805
|
|
|
808
|
|
6/28/2013
|
||||||||
Carmel, IN
|
—
|
|
|
475
|
|
|
7,336
|
|
|
—
|
|
|
475
|
|
|
7,336
|
|
|
7,811
|
|
|
—
|
|
11/12/2014
|
||||||||
Crawfordsville, IN
|
—
|
|
|
300
|
|
|
3,134
|
|
|
—
|
|
|
300
|
|
|
3,134
|
|
|
3,434
|
|
|
138
|
|
6/28/2013
|
||||||||
Crown Point, IN
|
—
|
|
|
791
|
|
|
7,020
|
|
|
227
|
|
|
791
|
|
|
7,247
|
|
|
8,038
|
|
|
277
|
|
10/30/2013
|
||||||||
Greenwood, IN
|
—
|
|
|
463
|
|
|
6,810
|
|
|
245
|
|
|
463
|
|
|
7,055
|
|
|
7,518
|
|
|
270
|
|
11/7/2013
|
||||||||
Lafayette, IN
|
—
|
|
|
546
|
|
|
4,583
|
|
|
—
|
|
|
546
|
|
|
4,583
|
|
|
5,129
|
|
|
552
|
|
6/30/2010
|
||||||||
Wabash, IN
|
—
|
|
|
320
|
|
|
2,241
|
|
|
—
|
|
|
320
|
|
|
2,241
|
|
|
2,561
|
|
|
111
|
|
6/28/2013
|
||||||||
Mission, KS
|
—
|
|
|
1,901
|
|
|
17,310
|
|
|
—
|
|
|
1,901
|
|
|
17,310
|
|
|
19,211
|
|
|
1,370
|
|
9/30/2012
|
||||||||
Overland Park, KS
|
—
|
|
|
2,199
|
|
|
20,026
|
|
|
—
|
|
|
2,199
|
|
|
20,026
|
|
|
22,225
|
|
|
1,585
|
|
9/30/2012
|
||||||||
Bastrop, LA
|
—
|
|
|
325
|
|
|
2,456
|
|
|
—
|
|
|
325
|
|
|
2,456
|
|
|
2,781
|
|
|
290
|
|
4/30/2011
|
||||||||
Bossier City, LA
|
—
|
|
|
500
|
|
|
3,344
|
|
|
—
|
|
|
500
|
|
|
3,344
|
|
|
3,844
|
|
|
415
|
|
4/30/2011
|
||||||||
Minden, LA
|
—
|
|
|
280
|
|
|
1,698
|
|
|
—
|
|
|
280
|
|
|
1,698
|
|
|
1,978
|
|
|
199
|
|
4/30/2011
|
||||||||
West Monroe, LA
|
—
|
|
|
770
|
|
|
5,627
|
|
|
—
|
|
|
770
|
|
|
5,627
|
|
|
6,397
|
|
|
624
|
|
4/30/2011
|
||||||||
Baltimore, MD
|
—
|
|
|
860
|
|
|
8,078
|
|
|
353
|
|
|
860
|
|
|
8,431
|
|
|
9,291
|
|
|
257
|
|
10/31/2013
|
||||||||
Battle Creek, MI
|
3,112
|
|
|
398
|
|
|
3,093
|
|
|
—
|
|
|
398
|
|
|
3,093
|
|
|
3,491
|
|
|
443
|
|
10/19/2009
|
||||||||
Lansing, MI
|
6,750
|
|
|
340
|
|
|
7,908
|
|
|
—
|
|
|
340
|
|
|
7,908
|
|
|
8,248
|
|
|
1,118
|
|
10/19/2009
|
||||||||
Midland, MI
|
5,880
|
|
|
504
|
|
|
6,612
|
|
|
—
|
|
|
504
|
|
|
6,612
|
|
|
7,116
|
|
|
894
|
|
10/19/2009
|
||||||||
Saginaw, MI
|
3,871
|
|
|
248
|
|
|
4,212
|
|
|
—
|
|
|
248
|
|
|
4,212
|
|
|
4,460
|
|
|
590
|
|
10/19/2009
|
||||||||
Champlin, MN
|
—
|
|
|
980
|
|
|
4,430
|
|
|
—
|
|
|
980
|
|
|
4,430
|
|
|
5,410
|
|
|
642
|
|
3/10/2010
|
||||||||
Hugo, MN
|
—
|
|
|
400
|
|
|
3,800
|
|
|
—
|
|
|
400
|
|
|
3,800
|
|
|
4,200
|
|
|
535
|
|
3/10/2010
|
||||||||
Maplewood, MN
|
—
|
|
|
1,700
|
|
|
6,510
|
|
|
—
|
|
|
1,700
|
|
|
6,510
|
|
|
8,210
|
|
|
936
|
|
3/10/2010
|
||||||||
North Branch, MN
|
—
|
|
|
595
|
|
|
2,985
|
|
|
—
|
|
|
595
|
|
|
2,985
|
|
|
3,580
|
|
|
467
|
|
3/10/2010
|
||||||||
Grand Island, NE
|
4,528
|
|
|
370
|
|
|
5,029
|
|
|
90
|
|
|
370
|
|
|
5,119
|
|
|
5,489
|
|
|
214
|
|
6/28/2013
|
||||||||
Lincoln, NE
|
—
|
|
|
380
|
|
|
10,904
|
|
|
—
|
|
|
380
|
|
|
10,904
|
|
|
11,284
|
|
|
451
|
|
6/28/2013
|
||||||||
Omaha, NE
|
—
|
|
|
480
|
|
|
7,039
|
|
|
—
|
|
|
480
|
|
|
7,039
|
|
|
7,519
|
|
|
295
|
|
6/28/2013
|
||||||||
Marysville, OH
|
—
|
|
|
1,250
|
|
|
13,950
|
|
|
—
|
|
|
1,250
|
|
|
13,950
|
|
|
15,200
|
|
|
636
|
|
7/1/2013
|
||||||||
Middletown, OH
|
9,503
|
|
|
940
|
|
|
15,548
|
|
|
—
|
|
|
940
|
|
|
15,548
|
|
|
16,488
|
|
|
75
|
|
10/31/2014
|
NATIONAL HEALTH INVESTORS, INC.
|
||||||||||||||||||||||||||||||||
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
|
||||||||||||||||||||||||||||||||
December 31, 2014
|
||||||||||||||||||||||||||||||||
(in thousands)
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
Costs
|
|
Gross Amount at Which
|
|
|
|
||||||||||||||||||||
|
|
|
Initial Cost to Company
|
|
Capitalized
|
|
Carried at Close of Period
|
|
|
Date
|
||||||||||||||||||||||
|
|
|
|
|
Buildings &
|
|
Subsequent to
|
|
|
|
Buildings &
|
|
|
|
Accumulated
|
Acquired/
|
||||||||||||||||
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Acquisition
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
Constructed
|
||||||||||||||||
Milwaukie, OR
|
—
|
|
|
370
|
|
|
5,283
|
|
|
—
|
|
|
370
|
|
|
5,283
|
|
|
5,653
|
|
|
35
|
|
9/30/2014
|
||||||||
Ontario, OR (2 facilities)
|
—
|
|
|
428
|
|
|
6,128
|
|
|
—
|
|
|
428
|
|
|
6,128
|
|
|
6,556
|
|
|
323
|
|
12/21/2012
|
||||||||
Conway, SC
|
—
|
|
|
344
|
|
|
2,877
|
|
|
94
|
|
|
344
|
|
|
2,971
|
|
|
3,315
|
|
|
1,174
|
|
12/31/1998
|
||||||||
Gallatin, TN
|
—
|
|
|
326
|
|
|
2,277
|
|
|
61
|
|
|
326
|
|
|
2,338
|
|
|
2,664
|
|
|
925
|
|
3/31/1999
|
||||||||
Kingsport, TN
|
—
|
|
|
354
|
|
|
2,568
|
|
|
66
|
|
|
354
|
|
|
2,634
|
|
|
2,988
|
|
|
1,042
|
|
12/31/1998
|
||||||||
Tullahoma, TN
|
—
|
|
|
191
|
|
|
2,216
|
|
|
57
|
|
|
191
|
|
|
2,273
|
|
|
2,464
|
|
|
883
|
|
3/31/1999
|
||||||||
Beaver Dam, WI
|
—
|
|
|
210
|
|
|
20,149
|
|
|
—
|
|
|
210
|
|
|
20,149
|
|
|
20,359
|
|
|
1,162
|
|
12/21/2012
|
||||||||
|
47,353
|
|
|
31,299
|
|
|
405,522
|
|
|
1,627
|
|
|
31,299
|
|
|
407,149
|
|
|
438,448
|
|
|
35,618
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Independent Living Facilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Rogers, AR
|
—
|
|
|
1,470
|
|
|
25,283
|
|
|
—
|
|
|
1,470
|
|
|
25,283
|
|
|
26,753
|
|
|
694
|
|
12/23/2013
|
||||||||
Fort Smith, AR
|
—
|
|
|
590
|
|
|
22,447
|
|
|
—
|
|
|
590
|
|
|
22,447
|
|
|
23,037
|
|
|
611
|
|
12/23/2013
|
||||||||
Pinole, CA
|
—
|
|
|
1,020
|
|
|
18,066
|
|
|
—
|
|
|
1,020
|
|
|
18,066
|
|
|
19,086
|
|
|
492
|
|
12/23/2013
|
||||||||
West Covina, CA
|
—
|
|
|
940
|
|
|
20,280
|
|
|
—
|
|
|
940
|
|
|
20,280
|
|
|
21,220
|
|
|
545
|
|
12/23/2013
|
||||||||
Hemet, CA
|
—
|
|
|
1,250
|
|
|
12,645
|
|
|
—
|
|
|
1,250
|
|
|
12,645
|
|
|
13,895
|
|
|
359
|
|
12/23/2013
|
||||||||
Fresno, CA
|
—
|
|
|
420
|
|
|
10,899
|
|
|
—
|
|
|
420
|
|
|
10,899
|
|
|
11,319
|
|
|
315
|
|
12/23/2013
|
||||||||
Merced, CA
|
—
|
|
|
350
|
|
|
18,712
|
|
|
—
|
|
|
350
|
|
|
18,712
|
|
|
19,062
|
|
|
511
|
|
12/23/2013
|
||||||||
Roseville, CA
|
—
|
|
|
630
|
|
|
31,343
|
|
|
—
|
|
|
630
|
|
|
31,343
|
|
|
31,973
|
|
|
842
|
|
12/23/2013
|
||||||||
Modesto, CA
|
—
|
|
|
1,170
|
|
|
22,673
|
|
|
—
|
|
|
1,170
|
|
|
22,673
|
|
|
23,843
|
|
|
607
|
|
12/23/2013
|
||||||||
Athens, GA
|
—
|
|
|
910
|
|
|
31,940
|
|
|
—
|
|
|
910
|
|
|
31,940
|
|
|
32,850
|
|
|
861
|
|
12/23/2013
|
||||||||
Columbus, GA
|
—
|
|
|
570
|
|
|
8,639
|
|
|
—
|
|
|
570
|
|
|
8,639
|
|
|
9,209
|
|
|
254
|
|
12/23/2013
|
||||||||
Savannah, GA
|
—
|
|
|
1,200
|
|
|
15,851
|
|
|
—
|
|
|
1,200
|
|
|
15,851
|
|
|
17,051
|
|
|
441
|
|
12/23/2013
|
||||||||
Boise, ID
|
—
|
|
|
400
|
|
|
12,422
|
|
|
—
|
|
|
400
|
|
|
12,422
|
|
|
12,822
|
|
|
346
|
|
12/23/2013
|
||||||||
Fort Wayne, IN
|
—
|
|
|
310
|
|
|
12,864
|
|
|
—
|
|
|
310
|
|
|
12,864
|
|
|
13,174
|
|
|
370
|
|
12/23/2013
|
||||||||
Kenner, LA
|
—
|
|
|
310
|
|
|
24,259
|
|
|
—
|
|
|
310
|
|
|
24,259
|
|
|
24,569
|
|
|
656
|
|
12/23/2013
|
||||||||
St. Charles, MO
|
—
|
|
|
344
|
|
|
3,181
|
|
|
—
|
|
|
344
|
|
|
3,181
|
|
|
3,525
|
|
|
2,284
|
|
10/17/1991
|
||||||||
Voorhees, NJ
|
—
|
|
|
670
|
|
|
23,710
|
|
|
—
|
|
|
670
|
|
|
23,710
|
|
|
24,380
|
|
|
633
|
|
12/23/2013
|
||||||||
Gahanna, OH
|
—
|
|
|
920
|
|
|
22,919
|
|
|
—
|
|
|
920
|
|
|
22,919
|
|
|
23,839
|
|
|
629
|
|
12/23/2013
|
||||||||
Broken Arrow, OK
|
—
|
|
|
2,660
|
|
|
18,476
|
|
|
—
|
|
|
2,660
|
|
|
18,476
|
|
|
21,136
|
|
|
513
|
|
12/23/2013
|
||||||||
Newberg, OR
|
—
|
|
|
1,080
|
|
|
19,187
|
|
|
—
|
|
|
1,080
|
|
|
19,187
|
|
|
20,267
|
|
|
529
|
|
12/23/2013
|
||||||||
Myrtle Beach, SC
|
—
|
|
|
1,310
|
|
|
26,229
|
|
|
—
|
|
|
1,310
|
|
|
26,229
|
|
|
27,539
|
|
|
702
|
|
12/23/2013
|
||||||||
Greenville, SC
|
—
|
|
|
560
|
|
|
16,547
|
|
|
—
|
|
|
560
|
|
|
16,547
|
|
|
17,107
|
|
|
460
|
|
12/23/2013
|
||||||||
Johnson City, TN
|
—
|
|
|
55
|
|
|
4,077
|
|
|
—
|
|
|
55
|
|
|
4,077
|
|
|
4,132
|
|
|
2,588
|
|
10/17/1991
|
||||||||
Chattanooga, TN
|
—
|
|
|
9
|
|
|
1,567
|
|
|
—
|
|
|
9
|
|
|
1,567
|
|
|
1,576
|
|
|
1,148
|
|
10/17/1991
|
||||||||
Bellevue, WA
|
—
|
|
|
780
|
|
|
18,692
|
|
|
—
|
|
|
780
|
|
|
18,692
|
|
|
19,472
|
|
|
504
|
|
12/23/2013
|
||||||||
Vancouver, WA (2 facilities)
|
—
|
|
|
1,740
|
|
|
23,411
|
|
|
—
|
|
|
1,740
|
|
|
23,411
|
|
|
25,151
|
|
|
653
|
|
12/23/2013
|
||||||||
Yakima, WA
|
—
|
|
|
440
|
|
|
14,185
|
|
|
—
|
|
|
440
|
|
|
14,185
|
|
|
14,625
|
|
|
388
|
|
12/23/2013
|
||||||||
|
—
|
|
|
22,108
|
|
|
480,504
|
|
|
—
|
|
|
22,108
|
|
|
480,504
|
|
|
502,612
|
|
|
18,935
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NATIONAL HEALTH INVESTORS, INC.
|
||||||||||||||||||||||||||||||||
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
|
||||||||||||||||||||||||||||||||
December 31, 2014
|
||||||||||||||||||||||||||||||||
(in thousands)
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
Costs
|
|
Gross Amount at Which
|
|
|
|
||||||||||||||||||||
|
|
|
Initial Cost to Company
|
|
Capitalized
|
|
Carried at Close of Period
|
|
|
Date
|
||||||||||||||||||||||
|
|
|
|
|
Buildings &
|
|
Subsequent to
|
|
|
|
Buildings &
|
|
|
|
Accumulated
|
Acquired/
|
||||||||||||||||
|
Encumbrances
|
|
Land
|
|
Improvements
|
|
Acquisition
|
|
Land
|
|
Improvements
|
|
Total
|
|
Depreciation
|
Constructed
|
||||||||||||||||
Senior Living Campuses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Loma Linda, CA
|
—
|
|
|
1,200
|
|
|
10,800
|
|
|
4,232
|
|
|
1,200
|
|
|
15,032
|
|
|
16,232
|
|
|
687
|
|
9/28/2012
|
||||||||
Maitland, FL
|
—
|
|
|
2,317
|
|
|
9,161
|
|
|
—
|
|
|
2,317
|
|
|
9,161
|
|
|
11,478
|
|
|
5,422
|
|
8/6/1996
|
||||||||
West Palm Beach, FL
|
—
|
|
|
2,771
|
|
|
4,286
|
|
|
—
|
|
|
2,771
|
|
|
4,286
|
|
|
7,057
|
|
|
3,633
|
|
8/6/1996
|
||||||||
Nampa, ID
|
—
|
|
|
243
|
|
|
4,182
|
|
|
—
|
|
|
243
|
|
|
4,182
|
|
|
4,425
|
|
|
2,042
|
|
8/13/1996
|
||||||||
Mt. Airy, NC
|
—
|
|
|
1,370
|
|
|
7,470
|
|
|
—
|
|
|
1,370
|
|
|
7,470
|
|
|
8,840
|
|
|
—
|
|
12/17/2014
|
||||||||
Silverdale, WA
|
—
|
|
|
1,750
|
|
|
23,860
|
|
|
2,166
|
|
|
1,750
|
|
|
26,026
|
|
|
27,776
|
|
|
1,658
|
|
8/16/2012
|
||||||||
|
—
|
|
|
9,651
|
|
|
59,759
|
|
|
6,398
|
|
|
9,651
|
|
|
66,157
|
|
|
75,808
|
|
|
13,442
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Entrance-Fee Communities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Fernandina Beach, FL
|
—
|
|
|
1,430
|
|
|
63,420
|
|
|
—
|
|
|
1,430
|
|
|
63,420
|
|
|
64,850
|
|
|
—
|
|
12/17/2014
|
||||||||
St. Simons Island, GA
|
—
|
|
|
8,770
|
|
|
38,070
|
|
|
—
|
|
|
8,770
|
|
|
38,070
|
|
|
46,840
|
|
|
—
|
|
12/17/2014
|
||||||||
Winston-Salem, NC
|
—
|
|
|
8,700
|
|
|
73,920
|
|
|
—
|
|
|
8,700
|
|
|
73,920
|
|
|
82,620
|
|
|
—
|
|
12/17/2014
|
||||||||
Greenville, SC
|
—
|
|
|
5,850
|
|
|
90,760
|
|
|
—
|
|
|
5,850
|
|
|
90,760
|
|
|
96,610
|
|
|
—
|
|
12/17/2014
|
||||||||
Myrtle Beach, SC
|
—
|
|
|
3,910
|
|
|
82,140
|
|
|
—
|
|
|
3,910
|
|
|
82,140
|
|
|
86,050
|
|
|
—
|
|
12/17/2014
|
||||||||
Pawleys Island, SC
|
—
|
|
|
1,480
|
|
|
38,620
|
|
|
—
|
|
|
1,480
|
|
|
38,620
|
|
|
40,100
|
|
|
—
|
|
12/17/2014
|
||||||||
Spartanburg, SC
|
—
|
|
|
900
|
|
|
49,190
|
|
|
—
|
|
|
900
|
|
|
49,190
|
|
|
50,090
|
|
|
—
|
|
12/17/2014
|
||||||||
|
—
|
|
|
31,040
|
|
|
436,120
|
|
|
—
|
|
|
31,040
|
|
|
436,120
|
|
|
467,160
|
|
|
—
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Medical Office Buildings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Crestview, FL
|
—
|
|
|
165
|
|
|
3,349
|
|
|
—
|
|
|
165
|
|
|
3,349
|
|
|
3,514
|
|
|
2,193
|
|
6/30/1993
|
||||||||
Pasadena, TX
|
—
|
|
|
631
|
|
|
6,341
|
|
|
—
|
|
|
631
|
|
|
6,341
|
|
|
6,972
|
|
|
4,312
|
|
1/1/1995
|
||||||||
|
—
|
|
|
796
|
|
|
9,690
|
|
|
—
|
|
|
796
|
|
|
9,690
|
|
|
10,486
|
|
|
6,505
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Hospitals
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
La Mesa, CA
|
—
|
|
|
4,180
|
|
|
8,320
|
|
|
—
|
|
|
4,180
|
|
|
8,320
|
|
|
12,500
|
|
|
1,482
|
|
3/10/2010
|
||||||||
Jackson, KY
|
—
|
|
|
540
|
|
|
10,163
|
|
|
7,583
|
|
|
540
|
|
|
17,746
|
|
|
18,286
|
|
|
6,079
|
|
6/12/1992
|
||||||||
Murfreesboro, TN
|
—
|
|
|
2,444
|
|
|
17,585
|
|
|
—
|
|
|
2,444
|
|
|
17,585
|
|
|
20,029
|
|
|
988
|
|
10/1/2012
|
||||||||
|
—
|
|
|
7,164
|
|
|
36,068
|
|
|
7,583
|
|
|
7,164
|
|
|
43,651
|
|
|
50,815
|
|
|
8,549
|
|
|
||||||||
Total continuing operations properties
|
47,353
|
|
|
127,408
|
|
|
1,844,933
|
|
|
15,608
|
|
|
127,408
|
|
|
1,860,541
|
|
|
1,987,949
|
|
|
212,123
|
|
|
||||||||
Corporate office
|
—
|
|
|
158
|
|
|
677
|
|
|
66
|
|
|
157
|
|
|
743
|
|
|
900
|
|
|
177
|
|
|
||||||||
|
$
|
47,353
|
|
|
$
|
127,566
|
|
|
$
|
1,845,610
|
|
|
$
|
15,674
|
|
|
$
|
127,565
|
|
|
$
|
1,861,284
|
|
|
$
|
1,988,849
|
|
|
$
|
212,300
|
|
|
NATIONAL HEALTH INVESTORS, INC.
|
|||||||||||
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
|
|||||||||||
FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012
|
|||||||||||
(in thousands)
|
|||||||||||
|
December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Investment in Real Estate:
|
|
|
|
|
|
||||||
Balance at beginning of period
|
$
|
1,422,002
|
|
|
$
|
698,536
|
|
|
$
|
541,493
|
|
Additions through cash expenditures
|
533,171
|
|
|
654,670
|
|
|
110,601
|
|
|||
Change in property additions in accounts payable
|
(995
|
)
|
|
3,086
|
|
|
—
|
|
|||
Additions through contingent liabilities
|
3,000
|
|
|
1,600
|
|
|
—
|
|
|||
Additions through assumption of debt
|
7,858
|
|
|
80,528
|
|
|
19,250
|
|
|||
Tax deferred exchange funds applied to investment in real estate
|
23,813
|
|
|
—
|
|
|
—
|
|
|||
Additions through conveyance of noncontrolling interest
|
—
|
|
|
—
|
|
|
10,964
|
|
|||
Additions through settlement of mortgage note
|
—
|
|
|
13,741
|
|
|
—
|
|
|||
Sale of properties for cash
|
—
|
|
|
(30,159
|
)
|
|
(17,259
|
)
|
|||
Reclassification from assets held for sale, net
|
—
|
|
|
—
|
|
|
39,323
|
|
|||
Reclassification to assets held for sale, net
|
—
|
|
|
—
|
|
|
(5,836
|
)
|
|||
Balance at end of period
|
$
|
1,988,849
|
|
|
$
|
1,422,002
|
|
|
$
|
698,536
|
|
|
|
|
|
|
|
||||||
Accumulated Depreciation:
|
|
|
|
|
|
||||||
Balance at beginning of period
|
$
|
174,262
|
|
|
$
|
163,146
|
|
|
$
|
146,698
|
|
Addition charged to costs and expenses
|
38,038
|
|
|
20,658
|
|
|
16,981
|
|
|||
Sale of properties
|
—
|
|
|
(9,542
|
)
|
|
(6,250
|
)
|
|||
Reclassification from assets held for sale, net
|
—
|
|
|
—
|
|
|
9,942
|
|
|||
Reclassification to assets held for sale
|
—
|
|
|
—
|
|
|
(4,225
|
)
|
|||
Balance at end of period
|
$
|
212,300
|
|
|
$
|
174,262
|
|
|
$
|
163,146
|
|
NATIONAL HEALTH INVESTORS, INC.
|
||||||||||||||
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
|
||||||||||||||
December 31, 2014
|
||||||||||||||
|
|
|
Monthly
|
|
|
|
|
Amount Subject To
|
||||||
|
Interest
|
Maturity
|
Payment
|
Prior
|
Original
|
Carrying
|
|
Delinquent Principal
|
||||||
|
Rate
|
Date
|
Terms
|
Liens
|
Face Amount
|
Amount
|
|
or Interest
|
||||||
|
|
|
|
|
(in thousands)
|
|
|
|||||||
First Mortgages:
|
|
|
|
|
|
|
|
|
||||||
Skilled nursing facilities:
|
|
|
|
|
|
|
|
|
||||||
Grundy, VA
|
8.0%
|
2032
|
$31,000
|
|
$
|
4,396
|
|
$
|
3,099
|
|
|
|
||
Virginia Beach, VA
|
8.0%
|
2031
|
$31,000
|
|
3,814
|
|
2,795
|
|
|
|
||||
Lexington, VA
|
8.0%
|
2032
|
$21,000
|
|
3,089
|
|
1,989
|
|
|
|
||||
Brookneal, VA
|
8.0%
|
2031
|
$21,000
|
|
2,780
|
|
1,959
|
|
|
|
||||
Laurel Fork, VA
|
8.0%
|
2030
|
$20,000
|
|
2,672
|
|
1,893
|
|
|
|
||||
Front Royal, VA
|
9.6%
|
2027
|
$22,000
|
|
2,367
|
|
1,588
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
||||||
Assisted living facility in Owatonna, MN
|
7.5%
|
2018
|
$38,000
|
|
5,033
|
|
3,657
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||
Construction Loan:
|
|
|
|
|
|
|
|
|
||||||
Transitional rehabilitation center in Mesa, Arizona
|
10.0%
|
2015
|
Interest Only
|
|
13,870
|
|
11,870
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||
Second Mortgages:
|
|
|
|
|
|
|
|
|
||||||
Skilled nursing facility in Georgetown, TX
|
14.0%
|
2015
|
Interest Only
|
|
1,000
|
|
1,000
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||
Assisted living facilities:
|
|
|
|
|
|
|
|
|
||||||
Ocala, FL
|
13.0%
|
2014
|
Interest Only
|
|
2,500
|
|
2,500
|
|
|
|
||||
Naples, FL
|
12.0%
|
2016
|
Interest Only
|
|
2,500
|
|
2,500
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
$
|
34,850
|
|
|
$
|
—
|
|
NATIONAL HEALTH INVESTORS, INC.
|
|||||||||||
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
|
|||||||||||
FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012
|
|||||||||||
(in thousands)
|
|||||||||||
|
December 31,
|
||||||||||
|
2014
|
|
2013
|
|
2012
|
||||||
Reconciliation of mortgage loans on real estate
|
|
|
|
|
|
||||||
Balance at beginning of period
|
$
|
34,926
|
|
|
$
|
68,214
|
|
|
$
|
78,672
|
|
Additions:
|
|
|
|
|
|
||||||
New mortgage loans
|
1,131
|
|
|
1,369
|
|
|
—
|
|
|||
Total Additions
|
1,131
|
|
|
1,369
|
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Deductions:
|
|
|
|
|
|
||||||
Settlement of mortgage note by real estate acquisition
|
—
|
|
|
13,741
|
|
|
—
|
|
|||
Impairment of mortgage note
|
—
|
|
|
4,037
|
|
|
2,300
|
|
|||
Collection of principal, less recoveries of previous write-downs
|
1,207
|
|
|
16,879
|
|
|
8,158
|
|
|||
Total Deductions
|
1,207
|
|
|
34,657
|
|
|
10,458
|
|
|||
|
|
|
|
|
|
||||||
Balance at end of period
|
$
|
34,850
|
|
|
$
|
34,926
|
|
|
$
|
68,214
|
|