UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20459
FORM 10-Q
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 30, 2004 |
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OR |
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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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Commission file number 1-11314 |
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LTC PROPERTIES, INC.
(Exact name of Registrant as specified in its charter)
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Maryland |
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71-0720518 |
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(State or other
jurisdiction of |
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(I.R.S. Employer |
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22917 Pacific Coast Highway, Suite 350 |
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Malibu, California 90265 |
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(Address of principal executive offices) |
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(310) 455-6010 |
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(Registrant’s telephone number, including area code) |
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Indicate by check mark whether Registrant (1) has filed all reports to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o
Shares of Registrant’s common stock, $.01 par value, outstanding August 2, 2004 – 19,652,947
LTC PROPERTIES, INC.
FORM 10-Q
June 30, 2004
INDEX
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PART I – Financial Information |
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Item 1. Financial Statements |
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk |
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2
LTC PROPERTIES, INC.
(Amounts in thousands, except per share amounts)
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June 30, 2004 |
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December 31, 2003 |
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(unaudited) |
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ASSETS |
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Real Estate Investments: |
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Buildings and improvements, net of accumulated depreciation and amortization: 2004 - $78,853; 2003 - $72,597 |
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$ |
364,913 |
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$ |
356,617 |
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Land |
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26,356 |
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25,024 |
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Properties held for sale, net of accumulated depreciation and amortization: 2004 - $0; 2003 - $779 |
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— |
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984 |
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Mortgage loans receivable, net of allowance for doubtful accounts: 2004 and 2003 - $1,280 |
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75,469 |
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71,465 |
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REMIC Certificates |
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45,159 |
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61,662 |
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Real estate investments, net |
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511,897 |
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515,752 |
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Other Assets: |
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Cash and cash equivalents |
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2,793 |
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17,919 |
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Debt issue costs, net |
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1,381 |
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1,496 |
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Interest receivable |
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3,187 |
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3,809 |
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Prepaid expenses and other assets |
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4,486 |
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4,495 |
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Notes receivable |
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19,483 |
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19,172 |
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Marketable debt securities |
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— |
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12,281 |
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Total Assets |
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$ |
543,227 |
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$ |
574,924 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Bank borrowings |
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$ |
1,500 |
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$ |
— |
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Mortgage loans payable |
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116,219 |
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123,314 |
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Bonds payable and capital lease obligations |
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14,160 |
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14,686 |
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Senior mortgage participation payable |
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17,835 |
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18,250 |
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Accrued interest |
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872 |
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952 |
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Accrued expenses and other liabilities |
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2,798 |
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2,502 |
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Accrued expenses and other liabilities related to properties held for sale |
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— |
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12 |
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Liability for Series A 9.5% Preferred Stock redemption – 1,226 shares |
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30,642 |
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Distributions payable |
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2,763 |
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2,383 |
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Total Liabilities |
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156,147 |
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192,741 |
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Minority interest |
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11,005 |
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13,401 |
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Stockholders’ equity: |
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Preferred stock $0.01 par value: 15,000 shares authorized; shares issued and outstanding: 2004 - 7,405; 2003 - 8,026 |
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173,625 |
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189,163 |
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Common stock: $0.01 par value; 45,000 shares authorized; shares issued and outstanding: 2004 - 19,630; 2003 - 17,807 |
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196 |
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178 |
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Capital in excess of par value |
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275,670 |
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250,055 |
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Cumulative net income |
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292,872 |
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274,948 |
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Other |
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1,094 |
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(638 |
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Cumulative distributions |
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(367,382 |
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(344,924 |
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Total Stockholders’ Equity |
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376,075 |
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368,782 |
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Total Liabilities and Stockholders’ Equity |
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$ |
543,227 |
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$ |
574,924 |
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See accompanying notes.
3
LTC PROPERTIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share amounts)
(Unaudited)
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Three Months ended |
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Six Months ended |
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2004 |
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2003 |
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2004 |
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2003 |
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Revenues: |
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Rental income |
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$ |
11,758 |
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$ |
9,979 |
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$ |
23,324 |
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$ |
19,765 |
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Interest income from mortgage loans and notes receivable |
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2,334 |
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2,489 |
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4,472 |
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4,996 |
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Interest income from REMIC Certificates |
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2,047 |
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2,551 |
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4,438 |
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5,337 |
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Interest and other income |
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578 |
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732 |
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1,443 |
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1,514 |
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Total revenues |
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16,717 |
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15,751 |
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33,677 |
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31,612 |
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Expenses: |
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Interest expense |
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3,357 |
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4,924 |
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6,670 |
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10,039 |
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