SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 14, 2000
OMEGA HEALTHCARE INVESTORS, INC
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(Exact name of Registrant as specific in its charter)
Maryland
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(State or other jurisdiction of incorporation or organization)
1-11316 38-3041398
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(Commission File Number) (I.R.S. Employer Identification No.)
900 Victors Way, Suite 350, Ann Arbor, Michigan 48108
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(Address of principal executive offices) (Zip Code)
(734) 887-0200
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(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On March 14, 2000 and March 31, 2000, Omega Healthcare Investors, Inc.
issued press releases disclosing information on lease and mortgage arrangements
with three of its operators. These press releases are included as exhibits 99.1
and 99.2, respectively, to this filing.
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SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
OMEGA HEALTHCARE INVESTORS, INC.
By: /s/Susan Allene Kovach
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Susan Allene Kovach
Corporate Secretary
Dated: April 5, 2000
PRESS RELEASE - FOR IMMEDIATE RELEASE
FOR FURTHER INFORMATION CONTACT
Essel W. Bailey, Jr., Chairman and CEO, or F. Scott Kellman,
Chief Operating Officer, at (734) 887-0200
OMEGA ANNOUNCES ACTION WITH RESPECT TO RAINTREE HEALTHCARE
ANN ARBOR, MICHIGAN - MARCH 14, 2000 - Omega Healthcare
Investors, Inc. (NYSE:OHI) ("Omega" or the "Company") announced today that it
has taken possession of 30 nursing home and assisted living properties operated
by RainTree Healthcare Corporation of Phoenix, Arizona ("RainTree") providing
healthcare service to some 2,400 residents in Indiana, Alabama, Texas, Colorado
and Arizona. Omega subsidiaries have applied to various state healthcare
authorities for licenses to operate and to receive Medicare and Medicaid
reimbursement for services delivered. At year end, Omega's investment in
properties operated by RainTree was about $78 million and provided 1999 revenues
to Omega of $8.5 million.
RainTree filed for bankruptcy protection on February 29 and
moved to transition leased properties to Omega in connection with proceedings in
the bankruptcy court in Phoenix. RainTree operated 35 facilities and had 1999
revenues exceeding $100 million.
Omega has contracted with Vencor Operating, Inc. of
Louisville, Kentucky to manage the properties and supervise direct patient care.
Essel W. Bailey, Jr., President, stated, "We stepped in when
it became clear that patient needs could not easily be met on any other basis.
By working actively with the management of RainTree, healthcare authorities in
the various states and Vencor, we intend to minimize the disruption in patient
care."
Omega is a Real Estate Investment Trust investing in and
providing financing to the long-term care industry. At December 31, 1999, it
owned or had mortgages on 256 healthcare and assisted living facilities with
more than 27,000 beds located in 28 states and operated by 24 independent
healthcare operating companies.
This news release contains forward-looking statements that
involve risks and uncertainties described from time to time in the SEC reports
filed by the Company.
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PRESS RELEASE - FOR IMMEDIATE RELEASE
FOR FURTHER INFORMATION CONTACT
Essel W. Bailey, Jr., Chairman and CEO, or F. Scott Kellman,
Chief Operating Officer, at (734) 887-0200
OMEGA ANNOUNCES RESTRUCTURING TALKS WITH TENANTS
ANN ARBOR, MICHIGAN - MARCH 31, 2000 - Omega Healthcare
Investors, Inc. (NYSE:OHI) ("Omega" or the "Company") announced today that
Advocat, Inc. ("Advocat"), a Nashville-based operator of 31 nursing homes owned
by Omega in Arkansas, Alabama, Tennessee, Florida and Kentucky, has suspended
its rent/interest payments with respect to the foregoing facilities. Advocat
restated third quarter earnings in December and has not yet filed its December
31 financial statements, as required by its security agreements with Omega.
Rents and interest payable by Advocat amount to approximately $12.7 million
annually. Omega holds letters of credit and security deposits, totaling
approximately $5 million. The Company is in negotiations with Advocat regarding
a possible restructuring of its agreements.
The Company also reported that Integrated Health Services,
Inc. ("Integrated") has ceased paying interest on $55 million in mortgages owed
to Omega. Interest payable by Integrated amounts to approximately $5.5 million
annually. Omega holds $1.25 million in letters of credit to secure payment
performance of the foregoing. Omega continues to negotiate with Integrated with
respect to payment of interest for the properties operated by Integrated during
the pendency of Integrated's bankruptcy proceeding.
This uncertainty with respect to cash flow from these tenants
will be a focus of Omega's Board of Directors as it considers dividend levels at
its meeting scheduled for April 24, 2000.
Omega is a Real Estate Investment Trust investing in and
providing financing to the long-term care industry. At December 31, 1999, it
owned or had mortgages on 256 healthcare and assisted living facilities with
more than 27,000 beds located in 28 states and operated by 24 independent
healthcare operating companies.
This press release includes statements that are not purely
historical and are "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, including statements regarding the Company's
expectations, beliefs, intentions or strategies regarding the future. All
statements, other than historical fact, contained in this press release are
forward-looking statements. All forward-looking statements included in this
press release are based on information available to the Company on the date
hereof, and the Company assumes no obligation to update such forward-looking
statements. Although the Company believes that the assumptions and expectations
reflected in such forward-looking statements are reasonable, it can give no
assurance that such expectations will prove to have been correct or that the
Company will take any actions that may presently be planned.
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