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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
AUGUST 4, 1997
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LTC PROPERTIES, INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
MARYLAND 1-11314 71-0720518
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) (Commission File Number) Identification Number)
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300 ESPLANADE DRIVE, SUITE 1860
OXNARD, CA 93030
(Address of principal executive offices)
(805) 981-8655
(Registrant's telephone number)
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ITEM 5. Other Events
On July 22, 1997, LTC Properties, Inc. (the "Company") announced,
pursuant to a Press Release ("Press Release"), financial results for the period
ending June 30, 1997. A copy of the Press Release is attached hereto as Exhibit
99.1 and is incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits
a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED. Not Applicable.
b) PRO FORMA FINANCIAL INFORMATION. Not Applicable.
c) EXHIBITS
99.1 Press Release of LTC Properties, Inc., dated July 22, 1997.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
LTC PROPERTIES, INC.
By: /s/ JAMES J. PIECZYNSKI
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James J. Pieczynski
Chief Financial Officer and Chief
Accounting Officer
Date: August 4, 1997
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EXHIBIT INDEX
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Sequentially
Exhibit Numbered
No. Description Page
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99.1 Press release dated July 22, 1997 announcing
financial results for the period ended June 30,
1997.
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EXHIBIT 99.1
[LETTERHEAD OF LTC PROPERTIES, INC.] FOR IMMEDIATE RELEASE
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Contact:
Andre C. Dimitriadis, Chairman & CEO
(805) 981-8655
William McBride III, President & COO
(805) 981-8655
James J. Pieczynski, Sr. Vice President & CFO
(805) 981-8655
LTC ANNOUNCES ITS OPERATING RESULTS FOR THE THREE MONTHS
AND SIX MONTHS ENDED JUNE 30, 1997
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OXNARD, CALIFORNIA, JULY 22, 1997 -- LTC Properties, Inc. (NYSE: LTC) announced
today its results of operations for the three months and six months ended June
30, 1997.
During the three months ended June 30, 1997, Funds From Operations ("FFO"),
the generally accepted measure of real estate investment trust operating
performance, increased approximately 10.8% on a per share basis to $0.41
compared with $0.37 per share for the same period a year earlier. FFO available
to common shareholders for the second quarter of 1997 was $9,437,000 versus
$7,085,000 for the second quarter of 1996. Revenues for the quarter increased
by 40% to $18,115,000 from $12,920,000 for the three months ended June 30, 1996.
Net income available to common shareholders increased to $7,226,000 or $0.31 per
share compared with $5,617,000 or $0.30 per share for the same period a year
earlier.
For the six months ended June 30, 1997, FFO increased approximately 11% to
$0.81 per share from $0.73 per share for the same period a year ago. Revenues
for the six months ended June 30, 1997 were $34,602,000 versus $25,283,000 for
the same period in 1996, an increase of approximately 36.9%. Net income
available to common shareholders increased to $14,405,000 or $0.63 per share for
the six months ended June 30, 1997 versus $11,072,000 or $0.59 per share for the
same period in 1996. The increases in FFO, revenues and net income available to
common shareholders resulted from approximately $182,000,000 of net investments
completed since June 30, 1996.
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During the six months ended June 30, 1997, the Company completed
approximately $122,444,000 in new net investments. The investments that closed
consisted of approximately $48,340,000 in mortgage loans, approximately
$17,748,000 in mortgage loans that will be converted into owned properties and
approximately $56,356,000 in owned properties.
At June 30, 1997, the Company had investments in 267 skilled nursing
facilities and 62 assisted living residences in 32 states. The Company is a
self-administered real estate investment trust which was organized to invest in
long-term care and other health care related facilities through mortgage loans,
facility lease transactions and other investments.
# # #
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SUMMARY OF QUARTERLY RESULTS (UNAUDITED)
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Quarter ended June 30 Six months ended June 30
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(amounts in thousands, except per share amounts)
1997 1996 1997 1996
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Revenues $18,115 $12,920 $34,602 $25,283
Net Income available to common 7,226 $ 5,617 14,405 11,072
shareholders
Net Income available to common $ 0.31 $ 0.30 $ 0.63 $ 0.59
shareholders per share
Funds from operations available to
common shareholders(1) $ 9,437 $ 7,085 $18,528 $13,797
Funds from operations available to
common shareholders per share $ 0.41 $ 0.37 $ 0.81 $ 0.73
Weighted average shares outstanding 23,146 18,959 22,802 18,900
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(1) Funds from Operations available to common shareholders ("FFO") is defined
as net income before gains (losses) from debt restructuring and sales of
property; plus real estate depreciation less preferred dividends as
prescribed by the National Association of Real Estate Investment Trusts.
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LTC PROPERTIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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(Amounts in thousands, except per share amounts)
(unaudited)
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<CAPTION>
Three months ended Six months ended
June 30, June 30
1997 1996 1997 1996
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Revenues:
Rental income $ 7,561 $ 4,927 $13,875 $ 9,061
Interest income from mortgage loans 6,345 3,668 12,488 8,832
Interest income from mortgage-backed securities 3,731 3,989 7,447 6,787
Interest and other revenue 478 336 792 603
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Total revenues 18,115 12,920 34,602 25,283
Expenses:
Interest expense 5,632 4,835 11,339 9,489
Depreciation and amortization 2,225 1,479 4,144 2,746
Amortization of Founders' stock 12 38 31 76
Minority interest 297 117 594 272
Operating and other expenses 1,006 834 1,945 1,628
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Total expenses 9,172 7,303 18,053 14,211
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Operating income 8,943 5,617 16,549 11,072
Other income, net: 111 - 111 -
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Net income 9,054 5,617 16,660 11,072
Preferred dividends 1,828 - 2,255 -
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Net income available to common shareholders $ 7,226 $ 5,617 $14,405 $11,072
======= ======= ======= =======
Net income available to common shareholders per share $ 0.31 $ 0.30 $ 0.63 $ 0.59
======= ======= ======= =======
Net income available to common shareholders $ 7,226 $ 5,617 $14,405 $11,072
Add back real estate depreciation 2,211 1,468 4,123 2,725
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Funds from operations available to common shareholders $ 9,437 $ 7,085 $18,528 $13,797
======= ======= ======= =======
Funds from operations available to common shareholders per share $ 0.41 $ 0.37 $ 0.81 $ 0.73
======= ======= ======= =======
Weighted average shares outstanding 23,146 18,959 22,802 18,900
======= ======= ======= =======
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LTC PROPERTIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
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<CAPTION>
June 30, December 31,
1997 1996
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(audited)
(In thousands)
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ASSETS
Real Estate Investments:
Buildings and improvements, net of
accumulated depreciation and
amortization: 1997 - $15,738;
1996 - $11,640 $258,192 $199,591
Land 15,391 12,347
Mortgage loans receivable, net of
allowance for doubtful accounts:
1997 - $1,000; 1996 - $1,000 231,506 177,262
Mortgage-backed securities 90,374 92,545
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Real estate investments, net 595,463 481,745
Other Assets:
Cash and cash equivalents 5,894 3,148
Debt issue costs, net 2,805 4,150
Interest receivable 3,508 2,817
Prepaid expenses and other assets 8,135 2,289
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20,342 12,404
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Total assets $615,805 $494,149
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LIABILITIES AND STOCKHOLDERS' EQUITY
Convertible subordinated debentures
due 1999 - 2004 $104,667 $135,828
Bank borrowings 104,000 79,400
Mortgage loans and notes payable 58,471 54,205
Bonds payable and capital lease
obligations 13,948 14,039
Accrued interest 7,106 6,015
Accrued expenses and other liabilities 3,323 3,041
Distributions payable 610 6,679
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Total liabilities 292,125 299,207
Minority interest 10,506 10,528
Commitments
Stockholders' equity:
Preferred stock $0.01 par value:
10,000,000 shares authorized;
shares issued and outstanding:
1997 - 3,080,000, 1996 - none 73,800 -
Common stock $0.01 par value;
40,000,000 shares authorized; shares
issued and outstanding:
1997 - 23,045,810; 1996 - 19,484,208 230 195
Capital in excess of par value 250,779 195,297
Cumulative net income 82,185 65,525
Notes receivable from stockholders (7,565) -
Unrealized gain on interest-only 8,838 -
mortgage-backed securities
Cumulative distributions (95,093) (76,603)
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Total stockholders' equity 313,174 184,414
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Total liabilities and $615,805 $494,149
stockholders' equity ======== ========
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