Industries |
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Health Care Facilities |
Health Care Supplies |
Health Care |
Health Care Equipment and Services |
Managed Health Care |
Health Care Distribution and Services |
Commercial and Professional Services |
Insurance |
Property and Casualty Insurance |
Life and Health Insurance |
Insurance Brokers |
Multi-line Insurance |
Environmental Services |
Asset Management and Custody Banks |
Investment Banking and Brokerage |
Exposures |
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Express intent |
Political reform |
Provide |
Intelligence |
Military |
Regime |
Cooperate |
Event Codes |
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Offer peace proposal |
Release or return |
Yield to order |
Reward |
Warn |
Consult |
Ask for protection |
Solicit support |
Acknowledge responsibility |
Vote |
Sports contest |
Grant |
Military blockade |
Yield |
Wiki | Wiki Summary |
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It All Depends on You | "It All Depends on You" is a 1926 popular song with music by Ray Henderson, lyrics by Buddy G. DeSylva and Lew Brown. The song, written for the musical Big Boy, was published in 1926. |
Supply and Depend | Supply and Depend is the first full-length release by Warship, the band founded by Fran Mark and Rob Lauritsen, formerly of the now defunct From Autumn to Ashes. It was released on November 4, 2008 on Vagrant Records and features 10 tracks the band recorded with producer Andrew Schneider over the summer. |
Home health nursing | Home health nursing is a nursing specialty in which nurses provide multidimensional home care to patients of all ages. Home health care is a cost efficient way to deliver quality care in the convenience of the client's home. |
Medical-surgical nursing | Medical-surgical nursing is a nursing specialty area concerned with the care of adult patients in a broad range of settings. The Academy of Medical-Surgical Nurses (AMSN) is a specialty nursing organization dedicated to nurturing medical-surgical nurses as they advance their careers. |
Assisted living | An assisted living residence or assisted living facility (ALF) is a housing facility for people with disabilities or for adults who cannot or who choose not to live independently. The term is popular in the United States, but the setting is similar to a retirement home, in the sense that facilities provide a group living environment and typically cater to an older adult population. |
Business mileage reimbursement rate | The business mileage reimbursement rate is an optional standard mileage rate used in the United States for purposes of computing the allowable business deduction, for Federal income tax purposes under the Internal Revenue Code, at 26 U.S.C. § 162, for the business use of a vehicle. Under the law, the taxpayer for each year is generally entitled to deduct either the actual expense amount, or an amount computed using the standard mileage rate, whichever is greater. |
Health reimbursement account | A Health Reimbursement Account, formally a Health Reimbursement Arrangement (HRA), is a type of US employer-funded health benefit plan that reimburses employees for out-of-pocket medical expenses and, in limited cases, to pay for health insurance plan premiums.An HRA is not truly an account, since it does not place funds under a separate legal title. Instead, it is an agreement under which the employee can submit qualified health expenses to the employer for reimbursement.Following implementation of the Affordable Care Act, HRAs must be integrated with a qualified employer-sponsored group health insurance plan to avoid excise tax penalties. |
General Schedule (US civil service pay scale) | The General Schedule (GS) is the predominant pay scale within the United States civil service. The GS includes the majority of white collar personnel (professional, technical, administrative, and clerical) positions. |
Independent school | An independent school is independent in its finances and governance. Also known as private schools, non-governmental, privately funded, or non-state schools, they are not administered by local, state or national governments. |
Modern Monetary Theory | Modern Monetary Theory or Modern Money Theory (MMT) is a heterodox macroeconomic theory that describes currency as a public monopoly and unemployment as evidence that a currency monopolist is overly restricting the supply of the financial assets needed to pay taxes and satisfy savings desires. MMT is opposed to the mainstream understanding of macroeconomic theory, and has been criticized by many mainstream economists.MMT says that governments create new money by using fiscal policy and that the primary risk once the economy reaches full employment is inflation, which can be addressed by gathering taxes to reduce the spending capacity of the private sector. |
Unsecured debt | In finance, unsecured debt refers to any type of debt or general obligation that is not protected by a guarantor, or collateralized by a lien on specific assets of the borrower in the case of a bankruptcy or liquidation or failure to meet the terms for repayment. Unsecured debts are sometimes called signature debt or personal loans. |
Facility ID | The facility ID number, also called a FIN or facility identifier, is a unique integer number of one to six digits, assigned by the U.S. Federal Communications Commission (FCC) Media Bureau to each broadcast station in the FCC Consolidated Database System (CDBS) and Licensing and Management System (LMS) databases, among others.\nBecause CDBS includes information about foreign stations which are notified to the U.S. under the terms of international frequency coordination agreements, FINs are also assigned to affected foreign stations. |
Mint (facility) | A mint is an industrial facility which manufactures coins that can be used as currency.\nThe history of mints correlates closely with the history of coins. |
Pine Gap | Pine Gap is the commonly used name for a satellite surveillance base and Australian Earth station approximately 18 kilometres (11 mi) south-west of the town of Alice Springs, Northern Territory in the centre of Australia. It is jointly operated by Australia and the United States, and since 1988 it has been officially called the Joint Defence Facility Pine Gap (JDFPG); previously, it was known as Joint Defence Space Research Facility.The station is partly run by the US Central Intelligence Agency (CIA), US National Security Agency (NSA), and US National Reconnaissance Office (NRO) and is a key contributor to the NSA's global interception effort, which included the ECHELON program. |
The Liability | The Liability (also known as The Hitman's Apprentice) is a 2013 British black comedy crime-thriller film directed by Craig Viveiros and written by John Wrathall. The film stars Tim Roth, Talulah Riley, Jack O'Connell and Peter Mullan. |
Legal liability | In law, liable means "responsible or answerable in law; legally obligated". Legal liability concerns both civil law and criminal law and can arise from various areas of law, such as contracts, torts, taxes, or fines given by government agencies. |
Limited liability partnership | A limited liability partnership (LLP) is a partnership in which some or all partners (depending on the jurisdiction) have limited liabilities. It therefore can exhibit elements of partnerships and corporations. |
Liability insurance | Liability insurance (also called third-party insurance) is a part of the general insurance system of risk financing to protect the purchaser (the "insured") from the risks of liabilities imposed by lawsuits and similar claims and protects the insured if the purchaser is sued for claims that come within the coverage of the insurance policy.\nOriginally, individual companies that faced a common peril formed a group and created a self-help fund out of which to pay compensation should any member incur loss (in other words, a mutual insurance arrangement). |
No liability | A no-liability company in Australia (suffix NL) is a company which, under the Corporations Act 2001 (Cth), must have as its stated objects that it is solely a mining company and that it is not entitled to calls on the unpaid issue price of shares. It is a company which is restricted to mining activities and is the only sort of corporation which is entitled to this form of liability, given the sometimes financially risky business of mining. |
Vicarious liability | Vicarious liability is a form of a strict, secondary liability that arises under the common law doctrine of agency, respondeat superior, the responsibility of the superior for the acts of their subordinate or, in a broader sense, the responsibility of any third party that had the "right, ability or duty to control" the activities of a violator. It can be distinguished from contributory liability, another form of secondary liability, which is rooted in the tort theory of enterprise liability because, unlike contributory infringement, knowledge is not an element of vicarious liability. |
Collateralized debt obligation | A collateralized debt obligation (CDO) is a type of structured asset-backed security (ABS). Originally developed as instruments for the corporate debt markets, after 2002 CDOs became vehicles for refinancing mortgage-backed securities (MBS). |
Mortgage loan | A mortgage loan or simply mortgage (), in civil law jurisdicions known also as a hypothec loan, is a loan used either by purchasers of real property to raise funds to buy real estate, or by existing property owners to raise funds for any purpose while putting a lien on the property being mortgaged. The loan is "secured" on the borrower's property through a process known as mortgage origination. |
Guanacaste Airport | Guanacaste Airport, known before as Daniel Oduber Quirós International Airport (Spanish: Aeropuerto Internacional Daniel Oduber Quirós) (IATA: LIR, ICAO: MRLB), also known as Liberia International Airport, is one of four international airports in Costa Rica. It is 11 kilometres (7 mi) west-southwest of the city of Liberia in Guanacaste Province, and serves as a tourism hub for those who visit the Pacific coast and western Costa Rica. |
Operator norm | In mathematics, the operator norm measures the "size" of certain linear operators by assigning each a real number called its operator norm. Formally, it is a norm defined on the space of bounded linear operators between two given normed vector spaces. |
Ladder operator | In linear algebra (and its application to quantum mechanics), a raising or lowering operator (collectively known as ladder operators) is an operator that increases or decreases the eigenvalue of another operator. In quantum mechanics, the raising operator is sometimes called the creation operator, and the lowering operator the annihilation operator. |
Financial statement | Financial statements (or financial reports) are formal records of the financial activities and position of a business, person, or other entity.\nRelevant financial information is presented in a structured manner and in a form which is easy to understand. |
Financial ratio | A financial ratio or accounting ratio is a relative magnitude of two selected numerical values taken from an enterprise's financial statements. Often used in accounting, there are many standard ratios used to try to evaluate the overall financial condition of a corporation or other organization. |
Trustmark (bank) | Trustmark is a commercial bank and financial services company headquartered in Jackson, Mississippi, United States, with subsidiaries Trustmark National Bank, Trustmark Investment Advisors, and Fisher Brown Bottrell Insurance. The bank's initial predecessor, The Jackson Bank, was chartered by the State of Mississippi in 1889. |
Financial analysis | Financial analysis (also referred to as financial statement analysis or accounting analysis or Analysis of finance) refers to an assessment of the viability, stability, and profitability of a business, sub-business or project. \nIt is performed by professionals who prepare reports using ratios and other techniques, that make use of information taken from financial statements and other reports. |
Form 10-K | A Form 10-K is an annual report required by the U.S. Securities and Exchange Commission (SEC), that gives a comprehensive summary of a company's financial performance. Although similarly named, the annual report on Form 10-K is distinct from the often glossy "annual report to shareholders," which a company must send to its shareholders when it holds an annual meeting to elect directors (though some companies combine the annual report and the 10-K into one document). |
Federal takeover of Fannie Mae and Freddie Mac | In September 2008 the Federal Housing Finance Agency (FHFA) announced that it would take over the Federal National Mortgage Association (Fannie Mae) and the Federal Home Loan Mortgage Corporation (Freddie Mac). Both government-sponsored enterprises, which finance home mortgages in the United States by issuing bonds, had become illiquid as the market for those bonds collapsed in the subprime mortgage crisis. |
Cascade Investment | Cascade Investment, L.L.C. is an American holding company and private investment firm headquartered in Kirkland, Washington, United States. It is controlled by Bill Gates, and managed by Michael Larson. |
Investment company | An investment company is a financial institution principally engaged in investing in securities. These companies in the United States are regulated by the U.S. Securities and Exchange Commission and must be registered under the Investment Company Act of 1940. |
Investment (macroeconomics) | In macroeconomics, investment "consists of the additions to the nation's capital stock of buildings, equipment, software, and inventories during a year" or, alternatively, investment spending — "spending on productive physical capital such as machinery and construction of buildings, and on changes to inventories — as part of total spending" on goods and services per year.The types of investment include residential investment in housing that will provide a flow of housing services over an extended time, non-residential fixed investment in things such as new machinery or factories, human capital investment in workforce education, and inventory investment (the accumulation, intentional or unintentional, of goods inventories)\nIn measures of national income and output, "gross investment" (represented by the variable I ) is a component of gross domestic product (GDP), given in the formula GDP = C + I + G + NX, where C is consumption, G is government spending, and NX is net exports, given by the difference between the exports and imports, X − M. Thus investment is everything that remains of total expenditure after consumption, government spending, and net exports are subtracted (i.e. I = GDP − C − G − NX ). |
Investment fund | An investment fund is a way of investing money alongside other investors in order to benefit from the inherent advantages of working as part of a group such as reducing the risks of the investment by a significant percentage. These advantages include an ability to:\n\nhire professional investment managers, who may offer better returns and more adequate risk management;\nbenefit from economies of scale, i.e., lower transaction costs;\nincrease the asset diversification to reduce some unsystematic risk.It remains unclear whether professional active investment managers can reliably enhance risk adjusted returns by an amount that exceeds fees and expenses of investment management. |
Alternative investment | An alternative investment (also called an alternative asset) is an investment in any asset class excluding stocks, bonds, and cash. The term is a relatively loose one and includes tangible assets such as precious metals, collectibles (art, wine, antiques, cars, coins, musical instruments, or stamps) and some financial assets such as real estate, commodities, private equity, distressed securities, hedge funds, exchange funds, carbon credits, venture capital, film production, financial derivatives, cryptocurrencies, non-fungible tokens, and tax receivable agreements. |
Risk Factors |
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NATIONAL HEALTH INVESTORS INC Item 1A Risk Factors |
We depend on the operating success of our tenants, who operate in the skilled nursing and assisted living industry for collection of our rent revenues |
Our skilled nursing, hospital and projects for the developmentally disabled facility operators’ revenues are primarily driven by occupancy, Medicare and Medicaid reimbursement and private pay rates |
Our assisted living facility operators’ revenues are primarily driven by occupancy and private pay rates |
Expenses for these facility types are driven by the costs of labor, food, utilities, taxes, insurance and rent or debt service |
Revenues from government reimbursement have, and may continue, to come under pressure due to reimbursement cuts and from federal and state budget shortfalls |
Liability insurance and staffing costs continue to increase for our operators |
To the extent that any decrease in revenues and/or any increase in operating expenses result in a facility not generating enough cash to make payments to us, the credit of our operator and the value of other collateral would have to be relied upon |
We are exposed to the risk that our operators may not be able to meet the rent, principal and interest or other payments due us, which may result in an operator bankruptcy or insolvency, or that an operator might become subject to bankruptcy or insolvency proceedings for other reasons |
Although our operating lease agreements provide us the right to evict an operator, demand immediate payment of rent and exercise other remedies, and our mortgage loans provide us the right to terminate any funding obligations, demand immediate repayment of principal and unpaid interest, foreclose on the collateral and exercise other remedies, the bankruptcy laws afford certain rights to a party that has filed for bankruptcy or reorganization |
An operator in bankruptcy may be able to limit or delay our ability to collect unpaid rent in the case of a lease or to receive unpaid principal and/or interest in the case of a mortgage loan, and to exercise other rights and remedies |
We may be required to fund certain expenses (eg, real estate taxes, maintenance and capital improvements) to preserve the value of a facility, avoid the imposition of liens on a facility and/or transition a facility to a new operator |
In some instances, we have terminated our lease with an operator and relet the facility to another operator |
In some of 10 _________________________________________________________________ [45]Table of Contents those situations, we provided working capital loans to and limited indemnification of the new operator |
If we cannot transition a leased facility to a new operator, we may take possession of that facility, which may expose us to certain successor liabilities |
Should such events occur, our revenue and operating cash flow may be adversely affected |
We are exposed to risks related to government regulations and the effect they have on our operators’ business |
Our operators’ businesses are affected by government reimbursement and private payor rates |
To the extend that any skilled nursing, hospital or project for the developmentally disabled facility receives a significant portion of its revenues from governmental payors, primarily Medicare and Medicaid, such revenues may be subject to statutory and regulatory changes, retroactive rate adjustments, recovery of program overpayments or set-offs, administrative rulings, policy interpretations, payment or other delays by fiscal intermediaries, government funding restrictions (at a program level or with respect to specific facilities) and interruption or delays in payments due to any ongoing governmental investigations and audits at such facility |
In recent years, governmental payors have frozen or reduced payments to health care providers due to budgetary pressures |
Changes in health care reimbursement will likely continue to be of paramount importance to federal and state authorities |
We cannot make any assessment as to the ultimate timing or effect any future legislative reforms may have on the financial condition of the health care industry |
There can be no assurance that adequate reimbursement levels will continue to be available for services provided by any facility operator, whether the facility receives reimbursement from Medicare, Medicaid or private payors |
Significant limits on the scope of services reimbursed and on reimbursement rates and fees could have a material adverse effect on an operator’s liquidity, financial condition and results of operations, which could adversely affect the ability of an operator to meet its obligations to us |
In addition, the replacement of an operator that has defaulted on its lease or loan could be delayed by the approval process of any federal, state or local agency necessary for the transfer of the facility or the replacement of the operator licensed to manage the facility |
We are exposed to the risk that the cash flows of our tenants and mortgages will be affected by increased liability claims and increased general and professional liability insurance costs |
Long-term care facility operators (assisted living and skilled nursing facilities) have experienced substantial increases in both the number and size of patient care liability claims in recent years, particularly in the states of Texas and Florida |
As a result, general and professional liability costs have increased and may continue to increase |
Nationwide, long-term care liability insurance rates are increasing because of large jury awards in states like Texas and Florida |
Over the past two years, both Texas and Florida have adopted skilled nursing facility liability laws that modify or limit tort damages |
Despite some of these reforms, the long-term care industry overall continues to experience very high general and professional liability costs |
Insurance companies have responded to this claims crisis by severely restricting their capacity to write long-term care general and professional liability policies |
No assurances can be given that the climate for long-term care general and professional liability insurance will improve in any of the foregoing states or any other states where the facility operators conduct business |
Insurance companies may continue to reduce or stop writing general and professional liability policies for assisted living and skilled nursing facilities |
Thus, general professional liability insurance coverage may be restricted, very costly, or not available, which may adversely affect the facility operators’ future operations, cash flows and financial condition, and may have a material adverse effect on the facility operators’ ability to meet their obligations to us |
We depend on the success of future acquisitions |
We are exposed to the risk that our future acquisitions may not prove to be successful |
We could encounter unanticipated difficulties and expenditures relating to any acquired properties, including contingent liabilities, and newly acquired properties might require significant management attention that would otherwise be devoted to our ongoing business |
If we agree to provide construction funding to an operator and the project is not completed, we may need to take steps to ensure completion of the project or we could lose the property |
Moreover, if we issue equity securities or incur additional debt, or both, to finance future acquisitions, it may reduce our per share financial results |
These costs may negatively affect our results of operations |
We are exposed to risks related to environmental laws and the costs associated with the liability related to hazardous substances |
Under various federal and state laws, owners or operators of real property may be required to respond to the release of hazardous substances on the property and may be held liable for property damage, personal injuries or penalties that result from environmental contamination |
These laws also expose us to the possibility that we may become liable to reimburse the government for damages and costs it incurs in connection with the contamination |
Generally, such liability attaches to a person based on the person’s relationship to the property |
Our tenants or borrowers 11 _________________________________________________________________ [46]Table of Contents are primarily responsible for the condition of the property and since we are a passive landlord, we do not “participate in the management” of any property in which we have an interest |
Moreover, we review environmental site assessment of the properties that we own or encumber prior to taking an interest in them |
Those assessments are designed to meet the “all appropriate inquiry” standard, which qualifies us for the innocent purchaser defense if environmental liabilities arise |
Based upon such assessments, we do not believe that any of our properties are subject to material environmental contamination |
However, environmental liabilities, including mold, may be present in our properties and we may incur costs to remediate contamination, which could have a material adverse effect on our business or financial condition |
We depend on the ability to reinvest cash from our operating, investing and financing activities in a timely manner and on acceptable terms |
From time to time, we will have cash available from (1) the proceeds of sales of our securities, (2) principal payments on our loans receivable, and (3) the sale of properties, including non-elective dispositions, under the terms of master leases or similar financial support arrangements |
We must re-invest these proceeds, on a timely basis, in health care investments or in qualified short-term investments |
We compete for real estate investments with a broad variety of potential investors |
This competition for attractive investments may negatively affect our ability to make timely investments on terms acceptable to us |
Delays in acquiring properties may negatively impact revenues and perhaps our ability to make distributions to stockholders |
We depend on the ability to qualify or remain as a REIT We intend to operate as a REIT under the Internal Revenue Code and believe we have and will continue to operate in such a manner |
Since REIT qualification requires us to meet a number of complex requirements, it is possible that we may fail to fulfill them, and if we do, our earnings will be reduced by the amount of federal taxes owed |
A reduction in our earnings would affect the amount we could distribute to our stockholders |
Also, if we were not a REIT, we would not be required to make distributions to stockholders since a non-REIT is not required to pay dividends to stockholders amounting to at least 90prca of its annual taxable income |
We are dependent upon Management Advisory Source, LLC (“MAS”) for services related to investment activities and day-to-day management |
MAS, which was formed by our President and Board Chairman, W Andrew Adams, has outsourced most functions of the advisory agreement such as accounting, monitoring of investments, finance activities, etc to NHC Our advisory agreement with MAS and MAS’s outsourcing agreement with NHC may be cancelled upon 90 days notice or upon demand in some circumstances |
The cancellation of either or these agreements could, at least temporarily, have a material adverse impact on our business and upon our ability to comply with government regulations |
See the notes to the Annual Financial Statement, and “Item 1 |
Business” herein for a discussion of various governmental regulations and other operating factors relating to the healthcare industry and the risk factors inherent in them |
You should carefully consider these risks before making any investment decisions in the Company |
These risks and uncertainties are not the only ones facing the Company |
There may be additional risks that we do not presently know of or that we currently deem immaterial |
If any of the risks actually occur, our business, financial condition or results of operations could be materially adversely affected |
In that case, the trading price of our shares of stock could decline, and you may lose all or part of your investment |
Given these risks and uncertainties, we can give no assurances that these forward-looking statements will, in fact, occur and, therefore, caution investors not to place undue reliance on them |