OMEGA HEALTHCARE INVESTORS INC
For the period ended Dec 31, 2023. Filed Feb 12, 2024.
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FY2023 · Filed Feb 12, 2024
OHI$48.70-0.3%Stored close · as of Nov 10, 2026
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Schedule IV – Mortgage Loans on Real Estate
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| · · · · · · · · · · · · · · · · · · · · Carrying | ||||||||||||||||||||||
| · · · · · · · · · · · · · · · · · · · · Amount of | ||||||||||||||||||||||
| · · · · · · · · · · · · · · · · · Carrying · · Loans | ||||||||||||||||||||||
| · · · · · · · · · · · · · · Face · · Amount · · Subject to | ||||||||||||||||||||||
| · · · · · · · · Final · · · · · · Amount · · of · · Delinquent | ||||||||||||||||||||||
| · · · · Interest · · Fixed/ · · Maturity · · · · Prior · · of · · Mortgages · · Principal | ||||||||||||||||||||||
| Grouping | Description (1) | Rate | Variable | Date | Periodic Payment Terms | Liens | Mortgages | (3) (4) (6) | or Interest | |||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | First Mortgages | | | | | | | | | | | | | | | | | | | | |
| 1 | Michigan (19 SNFs) | 11.57% | F(2) | 2030 | Interest plus approximately $61.9 of principal payable monthly with $271,429 due at maturity | None | | $415,000 | | $277,786 | | $— | | |||||||||
| 2 | Michigan (4 SNFs) | 10.63% | F(2) | 2030 | Interest plus approximately $6.3 of principal payable monthly with $27,909 due at maturity | None | | 44,200 | | 28,560 | | — | | |||||||||
| 3 | Michigan (2 SNFs) | 10.85% | F(2) | 2030 | Interest plus approximately $3.9 of principal payable monthly with $10,381 due at maturity | None | | 11,000 | | 10,783 | | — | | |||||||||
| 4 | Ohio (8 SNFs) | 10.50% | F(2) | 2037 | Interest payable monthly until maturity | None | | 72,420 | | 72,420 | | — | | |||||||||
| 5 | Texas (1 specialty facility) | 7.85% | F | 2025 | Interest plus approximately $161.3 of principal payable monthly with $59,546 due at maturity | None | | 72,960 | | 62,010 | | — | | |||||||||
| 6 | Illinois (1 SNF, 2 ALFs and 1 ILF) | 10.00% | F | 2028 | Interest payable monthly until maturity | None | | 50,000 | | 50,000 | | — | | |||||||||
| 7 | Pennsylvania (2 SNFs) | 10.00% | F | 2026 | Interest paid-in-kind for first year, then interest paid monthly until maturity | None | | 29,519 | | 29,519 | | — | | |||||||||
| 8 | Tennessee ( 1 ALF) | 8.00% | F | 2024 | Interest payable monthly until maturity | None | | 8,680 | | 7,700 | | — | | |||||||||
| 9 | Oregon (1 ALF) | 9.00% | F | 2026 | Interest payable monthly until maturity | None | | 5,000 | | 5,000 | | — | | |||||||||
| 10 | Massachusetts (1 specialty facility) | 9.00% | F | 2023 | Past due | None | | 9,000 | | — | | — | (5) | |||||||||
| 11 | Tennessee ( 1 SNF) | 8.35% | F | 2015 | Past due | None | | 6,377 | | 1,472 | | 1,472 | (5) | |||||||||
| 12 | | Michigan (1 SNF) | | 9.96% | F(2) | | 2030 | | Interest plus approximately $28.7 of principal payable monthly with $13,791 due at maturity | | None | | | 14,045 | | | 14,040 | | | — | | |
| 13 | | Ohio (1 SNF) | | 9.98% | F(2) | | 2023(7) | | Interest payable monthly until maturity | | None | | | 21,325 | | | 21,325 | | | — | | |
| 14 | | Michigan (8 SNFs and 1 ALF) | | 10.94% | F(2) | | 2030 | | Interest plus approximately $18.2 of principal payable monthly with $80,918 due at maturity | | None | | | 83,454 | | | 82,833 | | | — | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | Capital Expenditure Mortgages | | | | | | | | | | | | | | | | | | | | |
| 15 | Michigan | 10.00% | F(2) | 2030 | Interest payable monthly until maturity | None | | 560 | | 15 | | — | | |||||||||
| 16 | | Michigan | | 11.34% | F(2) | | 2030 | | Interest plus approximately $5.8 of principal payable monthly with $50,782 due at maturity | | None | | | 54,223 | | | 51,408 | | | — | | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | Construction Mortgages | | | | | | | | | | | | | | | | | | | | |
| 17 | Michigan (1 SNF) | 9.95% | F(2) | 2024 | Interest paid-in-kind monthly until maturity | None | | 28,116 | | 28,116 | | — | | |||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | Allowance for credit loss on mortgage loans(8) | | | | | | | | | | | | | | | | (44,211) | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | $925,879 | | $698,776 | | $1,472 | | |||||||||
| (1) | Loans included in this schedule represent first mortgages, capital expenditure mortgages and construction mortgages on facilities used in the delivery of long-term healthcare of which such facilities are located in the states indicated. |
| (2) | Interest on the loans escalates at a fixed rate. |
| (3) | The aggregate cost for federal income tax purposes is approximately $754.4 million (unaudited). |
SCHEDULE IV – MORTGAGE LOANS ON REAL ESTATE — continued
(4)
| · · · · · · · · · | ||||||
|---|---|---|---|---|---|---|
| · · Year Ended December 31, | ||||||
| · 2023 · 2022 · 2021 | ||||||
| Balance at beginning of period | | $648,130 | | $835,086 | | $885,313 |
| Additions during period - new mortgage loans or additional fundings (a) | | 102,332 | | 12,977 | | 93,891 |
| Deductions during period - collection of principal/other (b) | | (79,418) | | (190,141) | | (103,761) |
| Allowance for credit loss on mortgage loans | | 27,732 | | (9,792) | | (40,357) |
| Balance at close of period | | $698,776 | | $648,130 | | $835,086 |
| (a) | The 2023, 2022 and 2021 amounts include $2.3 million, $1.2 million and $0.2 million, respectively, of non-cash interest paid-in-kind. The 2021 amount also includes $7.0 million of non-cash placement of mortgage capital. |
| (b) | The 2023 and 2022 amounts include $3.9 million and $6.0 million, respectively, of interest payments that were directly applied against the principal balance outstanding using the cost recovery method. The 2023 and 2021 amounts also include $37.0 million and $58.6 million, respectively, of non-cash principal reductions. |
| (5) | Mortgage written down to the fair value of the underlying collateral. |
| (6) | Mortgages included in the schedule which were extended during 2023 aggregated approximately $100.5 million. |
| (7) | Subsequent to year end, this mortgage note was amended to extend the maturity date to December 31, 2024. |
| (8) | The allowance for credit loss on mortgage loans represents the allowance calculated utilizing a PD and LGD methodology. For mortgages that the risk of loss was evaluated on an individual basis, the allowance is included as a reduction to the carrying amount of the mortgage. |
INDEX TO EXHIBITS TO 2023 FORM 10-K
| | |
| EXHIBIT NUMBER | DESCRIPTION |
| 3.1 | Articles of Amendment and Restatement of Omega Healthcare Investors, Inc., as amended. (Incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3ASR, filed September 3, 2015). |
| 3.2 | Articles Supplementary of Omega Healthcare Investors, Inc. filed with the State Department of Assessments and Taxation of Maryland on November 5, 2019 (Incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2019). |
| 3.3 | Amended and Restated Bylaws of Omega Healthcare Investors, Inc. as of October 21, 2022 (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed October 21, 2022). |
| 3.4 | Certificate of Limited Partnership of OHI Healthcare Properties Limited Partnership (Incorporated by reference to Exhibit 3.121 to the Company’s Form S-4, filed April 16, 2015). |
| 3.5 | Second Amended and Restated Agreement of Limited Partnership by and among Omega Healthcare Investors, Inc., OHI Healthcare Properties Holdco, Inc., and Aviv Healthcare Properties Limited Partnership (Incorporated by reference to Exhibit 10.11 to the Company’s Current Report on Form 8-K, filed April 3, 2015). |
| 4.0 | See Exhibits 3.1 to 3.5. |
| 4.1 | Indenture, dated as of March 11, 2014, by and among the Company, the guarantors named therein, and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed March 11, 2014). |
| 4.1A | First Supplemental Indenture, dated as of June 27, 2014, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed August 6, 2014). |
| 4.1B | Second Supplemental Indenture, dated as of November 25, 2014, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association, and that certain Third Supplemental Indenture, dated as of January 23, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4B to the Company’s Annual Report on Form 10-K, filed February 27, 2015). |
| 4.1C | Fourth Supplemental Indenture, dated effective as of March 2, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3B to the Company’s Quarterly Report on Form 10-Q, filed May 8, 2015). |
| 4.1D | Fifth Supplemental Indenture, dated as of April 1, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3C to the Company’s Quarterly Report on Form 10-Q, filed May 8, 2015). |
| 4.1E | Sixth Supplemental Indenture, dated as of August 4, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed November 6, 2015). |
| 4.1F | Seventh Supplemental Indenture, dated as of November 9, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2F to the Company’s Annual Report on Form 10-K, filed February 29, 2016). |
| 4.1G | Eighth Supplemental Indenture, dated as of March 29, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed May 6, 2016). |
| 4.1H | Ninth Supplemental Indenture, dated as of May 13, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed August 5, 2016). |
| 4.1I | Tenth Supplemental Indenture, dated as of August 9, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2016). |
| 4.1J | Eleventh Supplemental Indenture, dated as of November 10, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2J to the Company’s Annual Report on Form 10-K, filed February 24, 2017). |
| 4.1K | Twelfth Supplemental Indenture, dated as of March 17, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed May 5, 2017). |
| 4.1L | Thirteenth Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.1M | Fourteenth Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.2 | Indenture, dated as of September 11, 2014, by and among the Company, the subsidiary guarantors named therein, and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed September 11, 2014). |
| 4.2A | First Supplemental Indenture, dated as of November 25, 2014, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association, and that certain Second Supplemental Indenture, dated as of January 23, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5A to the Company’s Annual Report on Form 10-K, filed February 27, 2015). |
| 4.2B | Third Supplemental Indenture, dated effective as of March 2, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2B to the Company’s Registration Statement on Form S-4, filed April 16, 2015). |
| 4.2C | Fourth Supplemental Indenture, dated as of April 1, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2B to the Company’s Registration Statement on Form S-4, filed April 16, 2015). |
| 4.2D | Fifth Supplemental Indenture, dated as of August 4, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed November 6, 2015). |
| 4.2E | Sixth Supplemental Indenture, dated as of November 9, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3E to the Company’s Annual Report on Form 10-K, filed February 29, 2016). |
| 4.2F | Seventh Supplemental Indenture, dated as of March 29, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed May 6, 2016). |
| 4.2G | Eighth Supplemental Indenture, dated as of May 13, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed August 5, 2016). |
| 4.2H | Ninth Supplemental Indenture, dated as of August 9, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2016). |
| 4.2I | Tenth Supplemental Indenture, dated as of November 10, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3I to the Company’s Annual Report on Form 10-K, filed February 24, 2017). |
| 4.2J | Eleventh Supplemental Indenture, dated as of March 17, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed May 5, 2017). |
| 4.2K | Twelfth Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.2L | Thirteenth Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.3 | Indenture, dated as of March 18, 2015, by and among the Company, the subsidiary guarantors named therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed March 24, 2015). |
| 4.3A | First Supplemental Indenture, dated as of April 1, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5A to the Company’s Quarterly Report on Form 10-Q, filed May 8, 2015). |
| 4.3B | Second Supplemental Indenture, dated as of August 4, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2A to the Company’s Registration Statement on Form S-4, filed October 6, 2015). |
| 4.3C | Third Supplemental Indenture, dated as of November 9, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2B to the Amendment to the Company’s Registration Statement on Form S-4/A, filed November 12, 2015). |
| 4.3D | Fourth Supplemental Indenture, dated as of March 29, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed May 6, 2016). |
| 4.3E | Fifth Supplemental Indenture, dated as of May 13, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed August 5, 2016). |
| 4.3F | Sixth Supplemental Indenture, dated as of August 9, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2016). |
| 4.3G | Seventh Supplemental Indenture, dated as of November 10, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4G to the Company’s Annual Report on Form 10-K, filed February 24, 2017). |
| 4.3H | Eighth Supplemental Indenture, dated as of March 17, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed May 5, 2017). |
| 4.3I | Ninth Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.3J | Tenth Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.3A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.4 | Indenture, dated as of September 23, 2015, by and among the Company, each of the subsidiary guarantors listed therein, and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed September 29, 2015). |
| 4.4A | First Supplemental Indenture, dated as of November 9, 2015, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1A to the Company’s Registration Statement on Form S-4, filed November 12, 2015). |
| 4.4B | Second Supplemental Indenture, dated as of March 29, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5 to the Company’s Quarterly Report on Form 10-Q, filed May 6, 2016). |
| 4.4C | Third Supplemental Indenture, dated as of May 13, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5 to the Company’s Quarterly Report on Form 10-Q, filed August 5, 2016). |
| 4.4D | Fourth Supplemental Indenture, dated as of August 9, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5 to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2016). |
| 4.4E | Fifth Supplemental Indenture, dated as of November 10, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5E to the Company’s Annual Report on Form 10-K, filed February 24, 2017). |
| 4.4F | Sixth Supplemental Indenture, dated as of March 17, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5 to the Company’s Quarterly Report on Form 10-Q, filed May 5, 2017). |
| 4.4G | Seventh Supplemental Indenture, dated as of May 11, 2017 among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4 to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.4H | Eighth Supplemental Indenture, dated as of May 25, 2017 among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.4A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.5 | Indenture, dated as of July 12, 2016, by and among the Company, each of the subsidiary guarantors listed therein, and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed July 12, 2016). |
| 4.5A | First Supplemental Indenture, dated as of August 9, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6A to the Company’s Quarterly Report on Form 10-Q, filed November 8, 2016). |
| 4.5B | Second Supplemental Indenture, dated as of November 10, 2016, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6B to the Company’s Annual Report on Form 10-K, filed February 24, 2017). |
| 4.5C | Third Supplemental Indenture, dated as of March 17, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6 to the Company’s Quarterly Report on Form 10-Q, filed May 5, 2017). |
| 4.5D | Fourth Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5 to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.5E | Fifth Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.5A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.6 | Indenture, dated as of April 4, 2017, by and among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed April 4, 2017). |
| 4.6A | First Supplemental Indenture, dated as of May 11, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6A to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.6B | Second Supplemental Indenture, dated as of May 25, 2017, among the Company, each of the subsidiary guarantors listed therein and U.S. Bank National Association (Incorporated by reference to Exhibit 4.6B to the Company’s Quarterly Report on Form 10-Q, filed August 9, 2017). |
| 4.7 | Indenture, dated as of September 20, 2019, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed September 20, 2019). |
| 4.8 | Indenture, dated as of October 9, 2020, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed October 9, 2020). |
| 4.8A | First Supplemental Indenture, dated as of October 30, 2020, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q, filed November 3, 2020). |
| 4.9 | Indenture, dated as of March 10, 2021, among the Company, OHI Healthcare Properties Limited Partnership and U.S. Bank National Association (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, filed March 10, 2021). |
| 4.10 | Description of Securities registered under Section 12 of the Securities Exchange Act of 1934 (Incorporated by reference to Exhibit 4.10 to the Company’s Annual Report on Form 10-K, filed February 14, 2023). |
| 10.1 | Form of Directors and Officers Indemnification Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Annual Report on Form 10-K, filed February 23, 2018). |
| 10.2 | Amended and Restated Deferred Stock Plan, dated October 16, 2012, and forms of related agreements (Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed November 7, 2012). |
| 10.3 | Credit Agreement, dated as of April 30, 2021, among the Company, certain subsidiaries of the Company identified therein as guarantors, the lenders named therein and Bank of America, N.A., as administrative agent for such lenders (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed May 4, 2021). |
| 10.3A | Conforming Changes Amendment to Credit Agreement, dated as of June 7, 2023, between the Company and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed August 3, 2023). |
| 10.4 | Credit Agreement, dated as of April 30, 2021, among OHI Healthcare Properties Limited Partnership, the lenders named therein and Bank of America, N.A., as administrative agent for such lenders (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed May 4, 2021). |
| 10.4A | Conforming Changes Amendment to Credit Agreement, dated as of June 7, 2023, between OHI Healthcare Properties Limited Partnership and Bank of America, N.A., as administrative agent (Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed August 3, 2023). |
| 10.5 | At-the Market Equity Offering Sales Agreement, dated May 20, 2021, among the Company, the Sales Agents, the Forward Sellers and the Forward Purchasers (Incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K, filed May 20, 2021). |
| 10.6 | Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed June 11, 2018). + |
| 10.6A | Amendment to Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan, effective June 5, 2023 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed June 5, 2023). + |
| 10.6B | Form of Time-Based Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6M to the Company’s Annual Report on Form 10-K, filed February 17, 2022). + |
| 10.6C | Form of Time-Based Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6N to the Company’s Annual Report on Form 10-K, filed February 17, 2022). + |
| 10.6D | Form of TSR-Based Performance Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6O to the Company’s Annual Report on Form 10-K, filed February 17, 2022). + |
| 10.6E | Form of TSR-Based Performance Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6P to the Company’s Annual Report on Form 10-K, filed February 17, 2022). + |
| 10.6F | Form of Relative TSR-Based Performance Restricted Stock Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6Q to the Company’s Annual Report on Form 10-K, filed February 17, 2022). + |
| 10.6G | Form of Relative TSR-Based Performance Profits Interest Units Agreement pursuant to the Omega Healthcare Investors, Inc. 2018 Stock Incentive Plan (commencing 2022) (Incorporated by reference to Exhibit 10.6R to the Company’s Annual Report on Form 10-K, filed February 17, 2022). + |
| 10.7 | Form of Officer Deferred Performance Restricted Stock Unit Agreement (Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q, filed August 5, 2013). + |
| 10.8 | Form of Employment Agreement for Company’s executive officers, other than Ms. Makode, effective as of January 1, 2020 for the Company’s executive officers (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed December 20, 2019). + |
| 10.9 | Employment Agreement, effective as of January 1, 2020, between the Company and Gail Makode (Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, filed December 20, 2019). + |
| 10.10 | Form of Annual Amendment to Employment Agreement for the Company’s executive officers. +* |
| 10.11 | Omega Healthcare Investors, Inc. Deferred Cash Compensation Plan with form of Deferral Agreement pursuant to the Omega Healthcare Investors, Inc. Deferred Cash Compensation Plan (June 30, 2018) (Incorporated by reference to Exhibit 10.2 to Omega Healthcare Investor Inc.’s Form 10-Q filed August 8, 2018). + |
| 10.12 | Credit Agreement, dated as of August 8, 2023, among Omega Healthcare Investors, Inc., certain subsidiaries of Omega Healthcare Investors, Inc. identified therein as guarantors, the lenders named therein and Bank of America, N.A., as administrative agent for such lenders (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed August 11, 2023). |
| 21.1 | Subsidiaries of the Registrant.* |
| 22.1 | Subsidiary guarantors of guaranteed securities.* |
| 23.1 | Consent of Independent Registered Public Accounting Firm for Omega Healthcare Investors, Inc.* |
| 31.1 | Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer of Omega Healthcare Investors, Inc.* |
| 31.2 | Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer of Omega Healthcare Investors, Inc.* |
| 32.1 | Section 1350 Certification of the Chief Executive Officer of Omega Healthcare Investors, Inc.* |
| 32.2 | Section 1350 Certification of the Chief Financial Officer of Omega Healthcare Investors, Inc.* |
| 97.1 | Omega Healthcare Investors, Inc. Incentive Compensation Recovery Policy.* + |
| 101 | The following financial statements from the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Equity, (v) Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101). |
- Exhibits that are filed or furnished herewith.
- Management contract or compensatory plan, contract or arrangement.
SIGNATURES
Pursuant to the requirements of Section 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. | |||
| | Registrant | |||
| | | |||
| | | |||
| Date: | February 12, 2024 | | By: | /s/ C. Taylor Pickett |
| | | | C. Taylor Pickett | |
| | | | Chief Executive Officer | |
| | | | | |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Omega Healthcare Investors, Inc., for itself and in the capacities on the date indicated.
| | | | | |
|---|---|---|---|---|
| Signatures | Title | Date | ||
| | | | | |
| /s/ C. Taylor Pickett | | Chief Executive Officer | | February 12, 2024 |
| C. Taylor Pickett | | (Principal Executive Officer) | | |
| | | | | |
| /s/ Robert O. Stephenson | | Chief Financial Officer | | February 12, 2024 |
| Robert O. Stephenson | | (Principal Financial Officer) | | |
| | | | | |
| /s/ Neal A. Ballew | | Chief Accounting Officer | | February 12, 2024 |
| Neal A. Ballew | | (Principal Accounting Officer) | | |
| | | | | |
| /s/ Craig R. Callen | | Chair of the Board | | February 12, 2024 |
| Craig R. Callen | | | | |
| | | | | |
| /s/ Kapila K. Anand | | Director | | February 12, 2024 |
| Kapila K. Anand | | | | |
| | | | | |
| /s/ Dr. Lisa C. Egbuonu-Davis | | Director | | February 12, 2024 |
| Dr. Lisa C. Egbuonu-Davis | | | | |
| | | | | |
| /s/ Barbara B. Hill | | Director | | February 12, 2024 |
| Barbara B. Hill | | | | |
| | | | | |
| /s/ Kevin J. Jacobs | | Director | | February 12, 2024 |
| Kevin J. Jacobs | | | | |
| | | | | |
| /s/ C. Taylor Pickett | | Director | | February 12, 2024 |
| C. Taylor Pickett | | | | |
| | | | | |
| /s/ Stephen D. Plavin | | Director | | February 12, 2024 |
| Stephen D. Plavin/s/ Burke W. Whitman | | Director | | February 12, 2024 |
| Burke W. Whitman | | | | |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.