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8-K - FORM 8-K, ITEM 2.02, RESULTS OF OPERATIONS AND FINANCIAL CONDITION - NATIONAL HEALTH INVESTORS INCa8-k2014q2earningsrelease.htm
Exhibit 99



Contact: Roger R. Hopkins, Chief Accounting Officer
Phone: (615) 890-9100

NHI Announces Second Quarter 2014 Results
Normalized AFFO up 9.3% from 2013


MURFREESBORO, Tenn. – (August 4, 2014) National Health Investors, Inc. (NYSE:NHI) announced today its Normalized Adjusted Funds From Operations (“AFFO”), its Normalized Funds From Operations (“FFO”), its Normalized Funds Available for Distribution ("FAD") and net income attributable to common stockholders for the three and six months ended June 30, 2014.

Q2 2014 Highlights
Normalized AFFO per diluted common share increased by 9.3% over the same quarter in 2013; 11.3% year over year
Acquired an $11.5 million assisted living community at an initial lease rate of 8%
Company tightens Normalized FFO and AFFO guidance for 2014

Financial Results
Normalized AFFO per diluted common share for the three months ended June 30, 2014 was $0.94, an increase of $0.08, or 9.3%, over the same period in the prior year. Normalized AFFO per diluted common share for the six months ended June 30, 2014 was $1.87, an increase of $0.19, or 11.3%, over the same period in the prior year.

Normalized FFO per diluted common share for the three months ended June 30, 2014 was $1.05, an increase of $0.16, or 18.0%, over the same period in the prior year. Normalized FFO per diluted common share for the six months ended June 30, 2014, was $2.09, an increase of $0.33, or 18.8%, over the same period in the prior year.

Normalized FAD per diluted common share for the three months ended June 30, 2014 was $0.95, an increase of $0.08, or 9.2%, over the same period in the prior year. Normalized FAD for the six months ended June 30, 2014, was $1.92, an increase of $0.18, or 10.3%, over the same period in the prior year.

FFO per diluted common share for the three months ended June 30, 2014, was $1.05, an increase of $0.18, or 20.7%, over the same period in the prior year. FFO per diluted common share for the six months ended June 30, 2014, was $2.03, an increase of $0.44, or 27.7%, over the same period in the prior year.

Net income attributable to common stockholders per diluted common share for the three months ended June 30, 2014, was $0.76, an increase of $0.05, or 7.0%, over the same period in the prior year. Net income attributable to common stockholders per diluted common share for the six months ended June 30, 2014, was $1.48, an increase of $0.21, or 16.6%, over the same period in the prior year.

Normalized FFO, Normalized AFFO and Normalized FAD for the six months ended June 30, 2014 exclude $2,145,000 of debt issuance costs written off as a result of modifications and amendments to our unsecured credit facility.

See our Form 8-K dated May 5, 2014 which describes changes to these previously reported metrics as a result of our revised interpretation of FFO. FFO, as defined by the National Association of Real Estate Investment Trusts ("NAREIT") and applied by us, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of real estate property, plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures, if any.



NHI Reports Second Quarter 2014 Results
Page 2
August 4, 2014

We define Normalized FFO as FFO adjusted for infrequent or unpredictable items detailed in the reconciliations. We define Normalized AFFO as Normalized FFO excluding the effects of straight-line rent income, amortization of debt issuance costs and the non-cash amortization of the original issue discount of our unsecured convertible notes. We define Normalized FAD as Normalized AFFO excluding the effect of non-cash compensation expenses.

The reconciliation of net income attributable to common stockholders to our FFO, Normalized FFO, Normalized AFFO and Normalized FAD is included as a table to this press release and in supplemental data furnished on Form 8-K and is filed in our Form 10-Q with the Securities and Exchange Commission.

2014 Guidance
The Company has tightened its current Normalized FFO guidance for 2014 to be in the range of $4.17 to $4.20 per diluted common share and Normalized AFFO to be in the range of $3.72 to $3.75 per diluted common share. The Company's guidance range for the full year 2014, with underlying assumptions and timing of certain transactions, is set forth and reconciled below:
 
Full-Year 2014 Range
 
Low
 
High
Net income per diluted share attributable to common stockholders
$
2.99

 
$
3.02

Plus: Depreciation
1.12

 
1.12

Plus: Debt issuance costs expensed due to credit facility modifications
.06

 
.06

Normalized FFO per diluted common share
$
4.17

 
$
4.20

Less: Straight-line rental income
(0.53
)
 
(0.53
)
Plus: Amortization of debt issuance costs
0.06

 
0.06

Plus: Amortization of original issue discount
0.02

 
0.02

Normalized AFFO per diluted common share
$
3.72

 
$
3.75


The Company’s guidance range reflects the existence of volatile economic conditions, but does not assume any material deterioration in tenant credit quality and/or performance of its portfolio. The guidance is based on a number of assumptions, many of which are outside the Company’s control and all of which are subject to change. The low end of our guidance range assumes a baseline from the second quarter of 2014, and assuming 3% growth from our Bickford joint venture. On the top end of that range, we are assuming 6% growth from our Bickford joint venture. The Company’s guidance may change if actual results vary from these assumptions.

Investor Conference Call and Webcast
NHI will host a conference call on Monday, August 4, 2014, at 10 a.m. ET, to discuss second quarter results. The number to call for this interactive teleconference is (212) 231-2902 with the confirmation number, 21728299. The live broadcast of NHI's second quarter conference call will be available online at www.nhireit.com. The online replay will follow shortly after the call and continue for approximately 90 days.

About National Health Investors
National Health Investors, Inc. (NYSE: NHI), a Maryland corporation incorporated and publicly listed in 1991, is a healthcare real estate investment trust (REIT) specializing in financing healthcare real estate by purchase and leaseback transactions, RIDEA transactions and by mortgage loans. NHI’s investments include senior housing (assisted living, memory care, independent living and senior living campuses), skilled nursing, medical office buildings and specialty hospitals. For more information, visit www.nhireit.com.

Statements in this press release that are not historical facts are forward-looking statements. NHI cautions investors that any forward-looking statements may involve risks and uncertainties and are not guarantees of future performance. All forward-looking statements represent NHI's judgment as of the date of this release. Investors are urged to carefully review and consider the various disclosures made by NHI in its periodic reports filed with the Securities and Exchange Commission, including the risk factors and other information disclosed in NHI's Annual Report on Form 10-K for the most recently ended fiscal year. Copies of these filings are available at no cost on the SEC's web site at www.sec.gov or on NHI's web site at www.nhireit.com.



NHI Reports Second Quarter 2014 Results
Page 3
August 4, 2014

Reconciliation of FFO, Normalized FFO, Normalized AFFO and Normalized FAD
(in thousands, except share and per share amounts)
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
Net income attributable to common stockholders
$
25,294

 
$
19,920

 
$
48,828

 
$
35,663

Elimination of certain non-cash items in net income:
 
 
 
 
 
 
 
Depreciation in continuing operations
9,540

 
4,391

 
18,777

 
8,639

Depreciation related to noncontrolling interest
(247
)
 
(87
)
 
(494
)
 
(175
)
Depreciation in discontinued operations

 
167

 

 
334

Funds from operations
$
34,587

 
$
24,391

 
67,111

 
44,461

Debt issuance costs expensed due to credit facility modifications

 
353

 
2,145

 
353

Acquisition costs under business combination accounting

 
208

 

 
208

Loan impairment

 

 

 
4,037

Normalized FFO
$
34,587

 
$
24,952

 
69,256

 
49,059

Straight-line lease revenue, net
(4,295
)
 
(1,413
)
 
(8,490
)
 
(2,695
)
Straight-line lease revenue, net, related to noncontrolling interest
17

 

 
34

 

Amortization of original issue discount
263

 

 
278

 

Amortization of debt issuance costs
501

 
404

 
854

 
486

Normalized AFFO
31,073

 
23,943

 
61,932

 
46,850

Non-cash stock based compensation
223

 
253

 
1,573

 
1,833

Normalized FAD
31,296

 
24,196

 
$
63,505

 
$
48,683

 
 
 
 
 
 
 
 
BASIC
 
 
 
 
 
 
 
Weighted average common shares outstanding
33,052,750

 
27,876,176

 
33,052,083

 
27,871,120

FFO per common share
$
1.05

 
$
.87

 
$
2.03

 
$
1.60

Normalized FFO per common share
$
1.05

 
$
.90

 
$
2.10

 
$
1.76

Normalized AFFO per common share
$
.94

 
$
.86

 
$
1.87

 
$
1.68

Normalized FAD per common share
$
.95

 
$
.87

 
$
1.92

 
$
1.75

 
 
 
 
 
 
 
 
DILUTED
 
 
 
 
 
 
 
Weighted average common shares outstanding
33,087,283

 
27,913,727

 
33,086,258

 
27,907,600

FFO per common share
$
1.05

 
$
.87

 
$
2.03

 
$
1.59

Normalized FFO per common share
$
1.05

 
$
.89

 
$
2.09

 
$
1.76

Normalized AFFO per common share
$
.94

 
$
.86

 
$
1.87

 
$
1.68

Normalized FAD per common share
$
.95

 
$
.87

 
$
1.92

 
$
1.74


See Notes to Reconciliation of FFO, Normalized FFO, Normalized AFFO and Normalized FAD.

NOTE: FFO and Normalized FFO per diluted common share for the three months ended June 30, 2013 differ by $.02 and $.02, respectively, and for the six months ended June 30, 2013 differ by $.04 and $.04, respectively, from the amounts previously reported as a result of our revised interpretation of the NAREIT definition of FFO. Normalized FAD per diluted common share for the three and six months ended June 30, 2013 differs by $.02 and $.01, from the amount previously reported as a result of changes we made to our definition of FAD. See our Form 8-K dated May 5, 2014 which describes these revisions.






NHI Reports Second Quarter 2014 Results
Page 4
August 4, 2014

Notes to Reconciliation of FFO, Normalized FFO, Normalized AFFO and Normalized FAD

These supplemental operating performance measures may not be comparable to similarly titled measures used by other REITs. Consequently, our Funds From Operations ("FFO"), Normalized FFO, Normalized Adjusted Funds From Operations ("AFFO") and Normalized Funds Available for Distribution ("FAD") may not provide a meaningful measure of our performance as compared to that of other REITs. Since other REITs may not use our definition of these operating performance measures, caution should be exercised when comparing our Company's FFO, Normalized FFO, Normalized AFFO and Normalized FAD to that of other REITs. These financial performance measures do not represent cash generated from operating activities in accordance with generally accepted accounting principles ("GAAP") (these measures do not include changes in operating assets and liabilities) and therefore should not be considered an alternative to net earnings as an indication of operating performance, or to net cash flow from operating activities as determined by GAAP as a measure of liquidity, and is not necessarily indicative of cash available to fund cash needs.

Funds From Operations - FFO

FFO, as defined by the National Association of Real Estate Investment Trusts ("NAREIT") and applied by us, is net income (computed in accordance with GAAP), excluding gains (or losses) from sales of real estate property, plus real estate depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures, if any. The Company’s computation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or have a different interpretation of the current NAREIT definition from that of the Company; therefore, caution should be exercised when comparing our Company’s FFO to that of other REITs. Diluted FFO assumes the exercise of stock options and other potentially dilutive securities. Normalized FFO excludes from FFO certain items which, due to their infrequent or unpredictable nature, may create some difficulty in comparing FFO for the current period to similar prior periods, and may include, but are not limited to, impairment of non-real estate assets, gains and losses attributable to the acquisition and disposition of assets and liabilities, and recoveries of previous write-downs.

We believe that FFO and normalized FFO are important supplemental measures of operating performance for a REIT. Because the historical cost accounting convention used for real estate assets requires depreciation (except on land), such accounting presentation implies that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen and fallen with market conditions, presentations of operating results for a REIT that uses historical cost accounting for depreciation could be less informative, and should be supplemented with a measure such as FFO. The term FFO was designed by the REIT industry to address this issue.

Adjusted Funds From Operations - AFFO

In addition to the adjustments included in the calculation of normalized FFO, normalized AFFO excludes the impact of any straight-line rent revenue, amortization of the original issue discount on our convertible senior notes and amortization of debt issuance costs.

We believe that normalized AFFO is an important supplemental measure of operating performance for a REIT. GAAP requires a lessor to recognize contractual lease payments into income on a straight-line basis over the expected term of the lease. This straight-line adjustment has the effect of reporting lease income that is significantly more or less than the contractual cash flows received pursuant to the terms of the lease agreement. GAAP also requires the original issue discount of our convertible senior notes and debt issuance costs to be amortized as non-cash adjustments to earnings. Normalized AFFO is useful to our investors as it reflects the growth inherent in the contractual lease payments of our real estate portfolio.

Funds Available for Distribution - FAD

In addition to the adjustments included in the calculation of normalized AFFO, normalized FAD excludes the impact of non-cash stock based compensation.

We believe that normalized FAD is an important supplemental measure of operating performance for a REIT as a useful indicator of the ability to distribute dividends to shareholders.



NHI Reports Second Quarter 2014 Results
Page 5
August 4, 2014

Condensed Statements of Income
 
 
 
 
 
 
 
(in thousands, except share and per share amounts)
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
Rental income
$
41,353

 
$
24,067

 
$
81,666

 
$
48,172

Interest income from mortgage and other notes
1,748

 
1,972

 
3,504

 
3,941

Investment income and other
1,059

 
1,063

 
2,126

 
2,115

 
44,160

 
27,102

 
87,296

 
54,228

Expenses:
 
 
 
 
 
 
 
Depreciation and amortization
9,540

 
4,391

 
18,777

 
8,639

Interest, including amortization of debt discount and issuance costs
6,829

 
1,597

 
13,715

 
2,721

Legal
10

 
290

 
83

 
566

Franchise, excise and other taxes
406

 
93

 
712

 
237

General and administrative
1,850

 
2,325

 
4,785

 
5,414

Loan impairments

 

 

 
4,037

 
18,635

 
8,696

 
38,072

 
21,614

Income before equity-method investee, discontinued operations
 
 
 
 
 
 
 
and noncontrolling interest
25,525

 
18,406

 
49,224

 
32,614

Income from equity-method investee
52

 
70

 
210

 
91

Income from continuing operations
25,577

 
18,476

 
49,434

 
32,705

Income from discontinued operations

 
1,622

 

 
3,316

Net income
25,577

 
20,098

 
49,434

 
36,021

Net income attributable to noncontrolling interest
(283
)
 
(178
)
 
(606
)
 
(358
)
Net income attributable to common stockholders
$
25,294

 
$
19,920

 
$
48,828

 
$
35,663

 
 
 
 
 
 
 
 
Weighted average common shares outstanding:
 
 
 
 
 
 
 
Basic
33,052,750

 
27,876,176

 
33,052,083

 
27,871,120

Diluted
33,087,283

 
27,913,727

 
33,086,258

 
27,907,600

 
 
 
 
 
 
 
 
Earnings per common share:
 
 
 
 
 
 
 
Basic:
 
 
 
 
 
 
 
Income from continuing operations attributable to common stockholders
$
.77

 
$
.66

 
$
1.48

 
$
1.16

Discontinued operations

 
.05

 

 
.12

Net income attributable to common stockholders
$
.77

 
$
.71

 
$
1.48

 
$
1.28

 
 
 
 
 
 
 
 
Diluted:
 
 
 
 
 
 
 
Income from continuing operations attributable to common stockholders
$
.76

 
$
.66

 
$
1.48

 
$
1.15

Discontinued operations

 
.05

 

 
.12

Net income attributable to common stockholders
$
.76

 
$
.71

 
$
1.48

 
$
1.27

 
 
 
 
 
 
 
 
Regular dividends declared per common share
$
.77

 
$
.735

 
$
1.54

 
$
1.43




NHI Reports Second Quarter 2014 Results
Page 6
August 4, 2014

Selected Balance Sheet Data
 
 
 
(in thousands)
 
 
 
 
June 30, 2014
 
December 31, 2013
 
 
 
 
Real estate properties, net
$
1,289,632

 
$
1,247,740

Mortgage and other notes receivable, net
60,854

 
60,639

Investment in preferred stock, at cost
38,132

 
38,132

Cash and cash equivalents
7,157

 
11,312

Marketable securities
13,991

 
12,650

Straight-line rent receivable
27,181

 
18,691

Equity-method investment and other assets
46,180

 
66,656

Debt
638,019

 
617,080

National Health Investors Stockholders' equity
770,027

 
766,546