Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 6-May-14 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'NATIONAL HEALTHCARE CORP | ' |
Document Type | '10-Q | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 14,219,873 |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0001047335 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Interim_Condensed_Consolidated
Interim Condensed Consolidated Statements of Income (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenues: | ' | ' |
Net patient revenues | $199,769 | $178,430 |
Other revenues | 10,762 | 15,948 |
Net operating revenues | 210,531 | 194,378 |
Cost and Expenses: | ' | ' |
Salaries, wages and benefits | 119,725 | 107,063 |
Other operating | 55,742 | 54,411 |
Facility rent | 9,886 | 9,868 |
Depreciation and amortization | 7,900 | 6,956 |
Interest | 290 | 84 |
Total costs and expenses | 193,543 | 178,382 |
Income Before Non–Operating Income | 16,988 | 15,996 |
Non–Operating Income | 4,572 | 6,618 |
Income Before Income Taxes | 21,560 | 22,614 |
Income Tax Provision | -8,331 | -8,809 |
Net Income | 13,229 | 13,805 |
Dividends to Preferred Stockholders | -2,168 | -2,168 |
Net Income Available to Common Stockholders | $11,061 | $11,637 |
Earnings Per Common Share: | ' | ' |
Basic (in Dollars per share) | $0.80 | $0.84 |
Diluted (in Dollars per share) | $0.78 | $0.82 |
Weighted Average Common Shares Outstanding: | ' | ' |
Basic (in Shares) | 13,843,190 | 13,861,584 |
Diluted (in Shares) | 14,170,453 | 14,111,752 |
Dividends Declared Per Common Share (in Dollars per share) | $0.32 | $0.30 |
Interim_Condensed_Consolidated1
Interim Condensed Consolidated Statements of Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Net Income | $13,229 | $13,805 |
Other Comprehensive Income: | ' | ' |
Unrealized gains on investments in marketable securities | 9,598 | 15,764 |
Reclassification adjustment for realized gains on sale of securities | -136 | -230 |
Income tax expense related to items of other comprehensive income | -3,650 | -6,090 |
Other comprehensive income, net of tax | 5,812 | 9,444 |
Comprehensive Income | $19,041 | $23,249 |
Interim_Condensed_Consolidated2
Interim Condensed Consolidated Balance Sheets (Current Period Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Current Assets: | ' | ' |
Cash and cash equivalents | $84,137,000 | $81,705,000 |
Restricted cash and cash equivalents | 17,163,000 | 13,929,000 |
Marketable securities | 113,461,000 | 105,009,000 |
Restricted marketable securities | 140,078,000 | 142,003,000 |
Accounts receivable, less allowance for doubtful accounts of $5,431 and $4,972, respectively | 86,949,000 | 85,511,000 |
Inventories | 7,260,000 | 7,146,000 |
Prepaid expenses | 2,977,000 | 1,208,000 |
Notes receivable | 285,000 | 417,000 |
Total current assets | 452,310,000 | 436,928,000 |
Property and Equipment: | ' | ' |
Property and equipment, at cost | 782,980,000 | 734,682,000 |
Accumulated depreciation and amortization | -285,779,000 | -277,884,000 |
Net property and equipment | 497,201,000 | 456,798,000 |
Other Assets: | ' | ' |
Deposits and other assets | 1,858,000 | 1,153,000 |
Goodwill | 17,600,000 | 17,600,000 |
Notes receivable | 15,828,000 | 14,961,000 |
Deferred income taxes | 16,451,000 | 14,531,000 |
Investments in limited liability companies | 36,056,000 | 38,754,000 |
Total other assets | 87,793,000 | 86,999,000 |
Total assets | 1,037,304,000 | 980,725,000 |
Current Liabilities: | ' | ' |
Trade accounts payable | 17,973,000 | 13,050,000 |
Capital lease obligations, current portion | 2,953,000 | ' |
Accrued payroll | 40,679,000 | 63,462,000 |
Amounts due to third party payors | 22,508,000 | 21,619,000 |
Accrued risk reserves | 112,304,000 | 110,557,000 |
Deferred income taxes | 24,859,000 | 21,157,000 |
Other current liabilities | 20,160,000 | 13,784,000 |
Dividends payable | 6,784,000 | 6,730,000 |
Total current liabilities | 248,220,000 | 250,359,000 |
Long–term debt | 10,000,000 | 10,000,000 |
Capital lease obligations, less current portion | 35,841,000 | ' |
Refundable entrance fees | 11,187,000 | 10,720,000 |
Obligation to provide future services | 3,689,000 | 3,689,000 |
Other noncurrent liabilities | 15,171,000 | 14,525,000 |
Deferred revenue | 5,695,000 | 3,320,000 |
Stockholders’ Equity: | ' | ' |
Series A Convertible Preferred Stock; $.01 par value; 25,000,000 shares authorized; 10,837,500 and 10,837,665 shares, respectively, issued and outstanding; stated at liquidation value of $15.75 per share | 170,507,000 | 170,510,000 |
Common stock, $.01 par value; 30,000,000 shares authorized; 14,219,773 and 14,078,028 shares, respectively, issued and outstanding | 142,000 | 141,000 |
Capital in excess of par value | 160,128,000 | 153,060,000 |
Retained earnings | 324,727,000 | 318,216,000 |
Accumulated other comprehensive income | 51,997,000 | 46,185,000 |
Total stockholders’ equity | 707,501,000 | 688,112,000 |
Total liabilities and stockholders’ equity | $1,037,304,000 | $980,725,000 |
Interim_Condensed_Consolidated3
Interim Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts (in Dollars) | $5,431 | $4,972 |
Series A Convertible Preferred Stock; par value (in Dollars per share) | $0.01 | $0.01 |
Series A Convertible Preferred Stock; shares authorized | 25,000,000 | 25,000,000 |
Series A Convertible Preferred Stock; shares issued | 10,837,500 | 10,837,665 |
Series A Convertible Preferred Stock; shares outstanding | 10,837,500 | 10,837,665 |
Series A Convertible Preferred Stock; liquidation value (in Dollars per share) | $15.75 | $15.75 |
Common stock, par value (in Dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 14,219,773 | 14,078,028 |
Common stock, shares outstanding | 14,219,773 | 14,078,028 |
Interim_Condensed_Consolidated4
Interim Condensed Consolidated Statements of Cash Flows (Current Period Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash Flows From Operating Activities: | ' | ' |
Net income | $13,229 | $13,805 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 7,900 | 6,956 |
Provision for doubtful accounts receivable | 1,503 | 806 |
Equity in earnings of unconsolidated investments | -1,913 | -3,806 |
Distributions from unconsolidated investments | 5,317 | 2,022 |
Gains on sale of marketable securities | -136 | -230 |
Deferred income taxes | -1,868 | -1,171 |
Stockbbased compensation | 482 | 498 |
Changes in operating assets and liabilities, net of the effect of acquisitions: | ' | ' |
Restricted cash and cash equivalents | 1,285 | -5,125 |
Accounts receivable | -2,941 | -1,800 |
Income tax receivable | ' | 5,933 |
Inventories | -114 | 102 |
Prepaid expenses and other assets | -1,769 | -1,785 |
Trade accounts payable | 4,923 | 393 |
Accrued payroll | -22,783 | -1,858 |
Amounts due to third party payors | 889 | -175 |
Other current liabilities and accrued risk reserves | 8,123 | 6,807 |
Other noncurrent liabilities | 646 | 572 |
Deferred revenue | 2,375 | 2,904 |
Net cash provided by operating activities | 15,148 | 24,848 |
Cash Flows From Investing Activities: | ' | ' |
Additions to property and equipment | -9,271 | -6,366 |
Investments in unconsolidated limited liability companies | -706 | ' |
Investments in notes receivable | -767 | ' |
Collections of notes receivable | 32 | 394 |
Change in restricted cash and cash equivalents | -4,519 | -688 |
Purchase of marketable securities | -21,382 | -22,193 |
Sale of marketable securities | 24,453 | 22,055 |
Net cash used in investing activities | -12,160 | -6,798 |
Cash Flows From Financing Activities: | ' | ' |
Tax benefit from stockbbased compensation | 108 | ' |
Principal payments under capital lease obligations | -238 | ' |
Dividends paid to preferred stockholders | -2,168 | -2,168 |
Dividends paid to common stockholders | -4,496 | -4,236 |
Issuance of common shares | 6,476 | ' |
Repurchase of common shares | ' | -4,700 |
Entrance fee deposits | 467 | 157 |
Change in deposits | -705 | 35 |
Net cash used in financing activities | -556 | -10,912 |
Net Increase in Cash and Cash Equivalents | 2,432 | 7,138 |
Cash and Cash Equivalents, Beginning of Period | 81,705 | 66,701 |
Cash and Cash Equivalents, End of Period | 84,137 | 73,839 |
Supplemental disclosure of non-cash investing and financing activities: | ' | ' |
Buildings, personal property, and obligations recorded under capital lease agreements | $39,032 | ' |
Interim_Condensed_Consolidated5
Interim Condensed Consolidated Statements of Stockholdersb Equity (Unaudited) (USD $) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
In Thousands, except Share data | ||||||
Balance at January 1, 2013 at Dec. 31, 2012 | $170,514 | $142 | $154,691 | $279,993 | $50,808 | $656,148 |
Balance at January 1, 2013 (in Shares) at Dec. 31, 2012 | 10,838,412 | 14,158,127 | ' | ' | ' | ' |
Net income | ' | ' | ' | 13,805 | ' | 13,805 |
Other comprehensive income | ' | ' | ' | ' | 9,444 | 9,444 |
Stock-based compensation | ' | ' | 498 | ' | ' | 498 |
Repurchase of common stock | ' | -1 | -4,699 | ' | ' | -4,700 |
Repurchase of common stock (in Shares) | ' | -100,000 | ' | ' | ' | ' |
Shares issued in conversion of preferred stock to common stock | -2 | ' | 2 | ' | ' | ' |
Shares issued in conversion of preferred stock to common stock (in Shares) | -107 | 25 | ' | ' | ' | ' |
Dividends declared to preferred stockholders | ' | ' | ' | -2,168 | ' | -2,168 |
Dividends declared to common stockholders | ' | ' | ' | -4,217 | ' | -4,217 |
Balance at Mar. 31, 2013 | 170,512 | 141 | 150,492 | 287,413 | 60,252 | 668,810 |
Balance (in Shares) at Mar. 31, 2013 | 10,838,305 | 14,058,152 | ' | ' | ' | ' |
Balance at January 1, 2013 at Dec. 31, 2013 | 170,510 | 141 | 153,060 | 318,216 | 46,185 | 688,112 |
Balance at January 1, 2013 (in Shares) at Dec. 31, 2013 | 10,837,665 | 14,078,028 | ' | ' | ' | ' |
Net income | ' | ' | ' | 13,229 | ' | 13,229 |
Other comprehensive income | ' | ' | ' | ' | 5,812 | 5,812 |
Stock-based compensation | ' | ' | 482 | ' | ' | 482 |
Tax expense from exercise of stock options | ' | ' | 108 | ' | ' | 108 |
Shares sold b options exercised | ' | 1 | 6,475 | ' | ' | 6,476 |
Shares sold b options exercised (in Shares) | ' | 141,706 | ' | ' | ' | -141,706 |
Repurchase of common stock (in Shares) | ' | ' | ' | ' | ' | 0 |
Shares issued in conversion of preferred stock to common stock | -3 | ' | 3 | ' | ' | ' |
Shares issued in conversion of preferred stock to common stock (in Shares) | -165 | 39 | ' | ' | ' | ' |
Dividends declared to preferred stockholders | ' | ' | ' | -2,168 | ' | -2,168 |
Dividends declared to common stockholders | ' | ' | ' | -4,550 | ' | -4,550 |
Balance at Mar. 31, 2014 | $170,507 | $142 | $160,128 | $324,727 | $51,997 | $707,501 |
Balance (in Shares) at Mar. 31, 2014 | 10,837,500 | 14,219,773 | ' | ' | ' | ' |
Interim_Condensed_Consolidated6
Interim Condensed Consolidated Statements of Stockholdersb Equity (Unaudited) (Parentheticals) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Dividends declared to common stockholders per share | $0.32 | $0.30 |
Preferred Stock [Member] | ' | ' |
Dividends declared to preferred stockholders per share | $0.20 | $0.20 |
Common Stock [Member] | ' | ' |
Dividends declared to common stockholders per share | $0.32 | $0.30 |
Note_1_Description_of_Business
Note 1 - Description of Business | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Text Block [Abstract] | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | ' |
Note 1 – Description of Business | |
National HealthCare Corporation (“NHC” or the “Company”) is a leading provider of senior health care services. We operate or manage, through certain affiliates, 73 skilled nursing centers with 9,410 beds in nine states and provide other senior health care services in one additional state. These operations are provided by separately funded and maintained subsidiaries. We provide health care services to patients in a variety of settings including skilled nursing centers, managed care specialty units, sub–acute care units, Alzheimer's care units, homecare programs, assisted living centers and independent living centers. We also have a non-controlling ownership interest in a hospice care business that services NHC owned health care centers and others. In addition, we provide insurance services, management and accounting services, and lease properties to operators of skilled nursing centers. |
Note_2_Summary_of_Significant_
Note 2 - Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
Note 2 – Summary of Significant Accounting Policies | |
The listing below is not intended to be a comprehensive list of all of our significant accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by generally accepted accounting principles, with limited need for management’s judgment in their application. There are also areas in which management’s judgment in selecting any available alternative would not produce a materially different result. See our audited December 31, 2013 consolidated financial statements and notes thereto which contain accounting policies and other disclosures required by generally accepted accounting principles. Our audited December 31, 2013 consolidated financial statements are available at our web site: www.nhccare.com. | |
Basis of Presentation | |
The unaudited condensed consolidated financial statements to which these notes are attached include all normal, recurring adjustments which are necessary to fairly present the financial position, results of operations and cash flows of NHC. All significant intercompany transactions and balances have been eliminated in consolidation. We assume that users of these interim financial statements have read or have access to the audited December 31, 2013 consolidated financial statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations and that the adequacy of additional disclosure needed for a fair presentation, except in regard to material contingencies, may be determined in that context. Accordingly, footnotes and other disclosures which would substantially duplicate the disclosure contained in our most recent annual report to stockholders have been omitted. This interim financial information is not necessarily indicative of the results that may be expected for a full year for a variety of reasons. | |
Estimates and Assumptions | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and could cause our reported net income to vary significantly from period to period. | |
Revenue Recognition – Third Party Payors | |
Approximately 67% of our net patient revenues are derived from Medicare, Medicaid, and other government programs. Amounts earned under these programs are subject to review by the Medicare and Medicaid intermediaries or their agents. In our opinion, adequate provision has been made for any adjustments that may result from these reviews. Any differences between our original estimates of reimbursements and subsequent revisions are reflected in operations in the period in which the revisions are made often due to final determination or the period of payment no longer being subject to audit or review. We have made provisions of approximately $22,508,000 and $21,619,000 as of March 31, 2014 and December 31, 2013, respectively, for various Medicare and Medicaid current and prior year cost reports and claims reviews. | |
Revenue Recognition – Private Pay | |
For private pay patients in skilled nursing or assisted living facilities, we bill room and board in advance with payment being due in the month the services are performed. Charges for ancillary, pharmacy, therapy and other services to private patients are billed in the month following the performance of services; however, all billings are recognized as revenue when the services are performed. | |
Revenue Recognition – Subordination of Fees and Uncertain Collections | |
We provide management services to certain senior care facilities and to others we provide accounting and financial services. We generally charge 6% to 7% of net operating revenues for our management services and a predetermined fixed rate per bed for the accounting and financial services. Our policy is to recognize revenues associated with both management services and accounting and financial services on an accrual basis as the services are provided. However, under the terms of our management contracts, payments for our management services are subject to subordination to other expenditures of the long–term care center being managed. Furthermore, for certain of the third parties with whom we have contracted to provide services and which we have determined that collection is not reasonably assured, our policy is to recognize income only in the period in which the amounts are realized. We may receive payment for the unpaid and unrecognized management fees in whole or in part in the future only if cash flows from the operating and investing activities of the centers or proceeds from the sale of the centers are sufficient to pay the fees. There can be no assurance that such future cash flows will occur. The realization of such previously unrecognized revenue could cause our reported net income to vary significantly from period to period. | |
We agree to subordinate our fees to the other expenses of a managed center because we believe we know how to improve the quality of patient services and finances of a long–term care center. We believe subordinating our fees demonstrates to the owner and employees of the managed center how confident we are of the impact we can have in making the center operations successful. We may continue to provide services to certain managed centers despite not being fully paid currently so that we may be able to collect unpaid fees in the future from improved operating results and because the incremental savings from discontinuing services to a center may be small compared to the potential benefit. Also, we may benefit from providing other ancillary services to the managed center. | |
Property and Equipment | |
Property and equipment are recorded at cost. Depreciation is provided by the straight-line method over the expected useful lives of the assets estimated as follows: buildings and improvements, 20-40 years and equipment and furniture, 3-15 years. Leasehold improvements are amortized over periods that do not exceed the non-cancelable respective lease terms using the straight-line method. | |
Capital leases are recorded at the lower of fair market value or the present value of future minimum lease payments. Capital leases are amortized in accordance with the provision codified within Accounting Standards Codification (“ASC”) Subtopic 840-30, Leases – Capital Leases. Amortization of capital lease assets is included in depreciation and amortization expense. | |
Accrued Risk Reserves | |
We are principally self–insured for risks related to employee health insurance, workers’ compensation and professional and general liability claims. Our accrued risk reserves primarily represent the accrual for self–insured risks associated with employee health insurance, workers’ compensation and professional and general liability claims. The accrued risk reserves include a liability for reported claims and estimates for incurred but unreported claims. Our policy with respect to our workers’ compensation and professional and general liability claims is to use an external, independent actuary to estimate our exposure for claims obligations (for both asserted and unasserted claims). Our health insurance reserve is based on our known claims incurred and an estimate of incurred but unreported claims determined by our analysis of historical claims paid. We reassess our accrued risk reserves on a quarterly basis. | |
Professional liability remains an area of particular concern to us. The entire long term care industry has seen an increase in personal injury/wrongful death claims based on alleged negligence by nursing homes and their employees in providing care to residents. As of March 31, 2014, we and/or our managed centers are defendants in 33 such claims inclusive of years 2005 through March 31, 2014. It remains possible that those pending matters plus potential unasserted claims could exceed our reserves, which could have a material adverse effect on our consolidated financial position, results of operations and cash flows. It is also possible that future events could cause us to make significant adjustments or revisions to these reserve estimates and cause our reported net income to vary significantly from period to period. | |
We maintain insurance coverage for incidents occurring in all centers owned or leased by us. The coverages include both primary policies and excess policies. In all years, settlements, if any, in excess of available insurance policy limits and our own reserves would be expensed by us. | |
Continuing Care Contracts and Refundable Entrance Fees | |
We have one continuing care retirement center (“CCRC”) within our operations. Residents at this retirement center may enter into continuing care contracts with us. The contract provides that 10% of the resident entry fee becomes non-refundable upon occupancy, and the remaining refundable portion of the entry fee is calculated using the lessor of the price at which the apartment is re-assigned or 90% of the original entry fee, plus 40% of any appreciation if the apartment exceeds the original resident’s entry fee. In each case, we amortize the non-refundable part of these fees into revenue over the actuarially determined remaining life of the resident, which is the expected period of occupancy by the resident. We pay the refundable portion of our entry fees when residents relocate from our community and the apartment is re-occupied. Refundable entrance fees are classified as non-current liabilities and non-refundable entrance fees are classified as deferred revenue in the Company's consolidated balance sheets. The balances of refundable entrance fees as of March 31, 2014 and December 31, 2013 were $11,187,000 and $10,720,000, respectively. | |
Obligation to Provide Future Services | |
The CCRC annually calculates the present value of the net cost of future services and the use of facilities to be provided to the current residents and compares that amount with the balance of non-refundable deferred revenue from entrance fees received. If the present value of the net cost of future services exceeds the related anticipated revenues, a liability is recorded (obligation to provide future services) with a corresponding charge to income. As of March 31, 2014 and December 31, 2013, we have recorded a future service obligation in the amount of $3,689,000. | |
Deferred Revenue | |
Deferred revenue includes the deferred gain on the sale of assets to National, the non-refundable portion (10%) of CCRC entrance fees being amortized over the remaining life expectancies of the residents, and premiums received within our workers’ compensation and professional liability companies that are not yet earned. | |
New Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” This standard changes the requirements for reporting discontinued operations by raising the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The standard limits discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. This standard is effective for the Company on a prospective basis for annual periods beginning on January 1, 2015 and interim periods within that year. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued. When adopted, the Company does not expect this standard to have a material impact on our consolidated financial statements. |
Note_3_Other_Revenues
Note 3 - Other Revenues | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Other Revenues [Abstract] | ' | ||||||||
Other Revenues [Text Block] | ' | ||||||||
Note 3 – Other Revenues | |||||||||
Other revenues are outlined in the table below. Revenues from management and accounting services include management and accounting fees provided to managed and other health care centers. Revenues from rental income include health care real estate properties owned by us and leased to third party operators. Revenues from insurance services include premiums for workers’ compensation, health insurance, and professional liability insurance policies that our wholly–owned limited purpose insurance subsidiaries have written for certain health care centers to which we provide management or accounting services. "Other" revenues include miscellaneous health care related earnings. | |||||||||
Other revenues include the following: | |||||||||
Three Months Ended | |||||||||
31-Mar | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Management and accounting services fees | $ | 3,982 | $ | 4,832 | |||||
Rental income | 4,768 | 4,737 | |||||||
Insurance services | 1,773 | 6,127 | |||||||
Other | 239 | 252 | |||||||
$ | 10,762 | $ | 15,948 | ||||||
Management Fees from National | |||||||||
We manage five skilled nursing facilities owned by National Health Corporation ("National"). For the three months ended March 31, 2014, we recognized management fees and interest on management fees of $925,000 from these centers. For the three months ended March 31, 2013, we recognized management fees and interest on management fees of $912,000 from these centers. | |||||||||
Because the amount collectable can not be reasonably determined when the management services are provided, and because we cannot estimate the timing or amount of expected future collections, the unpaid fees from the five centers owned by National will be recognized as revenues only when the collectability of these fees can be reasonably assured. Under the terms of our management agreement with National, the payment of these fees to us may be subordinated to other expenditures of the five long–term care centers. We continue to manage these centers so that we may be able to collect our fees in the future and because the incremental savings from discontinuing services to a center may be small compared to the potential benefit. We may receive payment for the unrecognized management fees in whole or in part in the future only if cash flows from the operating and investing activities of the five centers or the proceeds from the sale of the centers are sufficient to pay the fees. There can be no assurance that such future improved cash flows will occur. | |||||||||
Management Fees from Other Healthcare Centers | |||||||||
During the first quarter of 2014, we assumed management of a 121-bed skilled nursing facility located in Des Peres, Missouri. As of March 31, 2014, we provide management services to five healthcare centers operated by third party owners. For the three months ended March 31, 2014, we recognized management fees of $537,000 from these centers. In the first quarter of 2013, we provided management services to 21 healthcare centers operated by third party owners. For the three months ended March 31, 2013, we recognized management fees of $1,619,000 from these centers. The decrease in management services revenues is due from the discontinuation from management services to the non-profit entities SeniorTrust and ElderTrust. Effective September 1, 2013, we began leasing and operating the former ElderTrust facilities from National Health Investors, Inc. ("NHI"). The revenues from these seven facilities are included in net patient revenues in the interim condensed consolidated statement of income. | |||||||||
Insurance Services | |||||||||
For workers’ compensation insurance operations, the premium revenues reflected in the interim condensed consolidated statements of income for the three months ended March 31, 2014 and 2013, respectively, are $1,096,000 and $3,609,000. For the three months ended March 31, 2013, there was a non-recurring positive insurance settlement reached with one of the states in which we provide workers' compensation insurance. The 2013 prior period event helped increase other revenues in the amount of $2,268,000. Associated losses and expenses are reflected in the interim condensed consolidated statements of income as "Salaries, wages and benefits." | |||||||||
For professional liability insurance operations, the premium revenues reflected in the interim condensed consolidated statements of income for the three months ended March 31, 2014 and 2013, respectively, are $677,000 and $962,000. Associated losses and expenses including those for self–insurance are included in the interim condensed consolidated statements of income as "Other operating costs and expenses". |
Note_4_NonOperating_Income
Note 4 - Non-Operating Income | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Other Nonoperating Income and Expense [Text Block] | ' | ||||||||
Note 4 – Non–Operating Income | |||||||||
Non–operating income is outlined in the table below. Non–operating income includes equity in earnings of unconsolidated investments, dividends and other realized gains and losses on marketable securities, and interest income. Our most significant equity method investment is a 75.1% non–controlling ownership interest in Caris HealthCare L.P. (“Caris”), a business that specializes in hospice care services. | |||||||||
Three Months Ended | |||||||||
31-Mar | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Equity in earnings of unconsolidated investments | $ | 1,914 | $ | 3,806 | |||||
Dividends and other net realized gains and losses on sales of securities | 1,526 | 1,461 | |||||||
Interest income | 1,132 | 1,351 | |||||||
$ | 4,572 | $ | 6,618 | ||||||
Note_5_LongTerm_Leases
Note 5 - Long-Term Leases | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Leases [Abstract] | ' | ||||||||
Leases of Lessee Disclosure [Text Block] | ' | ||||||||
Note 5 – Long-Term Leases | |||||||||
Capital Leases | |||||||||
Effective March 1, 2014, NHC began leasing and operating three senior healthcare facilities in the state of Missouri under three separate lease agreements. Two of the healthcare facilities are skilled nursing facilities that also include assisted living facilities and the third healthcare facility is a memory care facility. Each of the leases is a ten year lease with two, five year renewal options. Under the terms of the leases, base rent totals $5,200,000 annually with rent thereafter escalating by 4% of the increase in facility revenue over the 2014 base year. The leases also contain certain non-performance default provisions which result in capital lease classification. However, the initial measurement and recording of the capital lease assets and obligations does not include any expected payments under such default provisions, as the Company does not expect to incur an obligation to such payments. | |||||||||
Fixed assets recorded under the capital leases, which are included in property and equipment in the interim condensed consolidated balance sheets, are as follows: | |||||||||
31-Mar-14 | 31-Dec-13 | ||||||||
(in thousands) | |||||||||
Buildings and personal property | $ | 39,032 | $ | − | |||||
Accumulated amortization | (327 | ) | − | ||||||
$ | 38,705 | $ | − | ||||||
Operating Leases | |||||||||
At March 31, 2014, NHC leases from NHI the real property of 35 skilled nursing facilities, seven assisted living facilities and three independent living facilities under two separate lease agreements. Base rent expense under both lease agreements totals $34,200,000 annually with rent thereafter escalating by 4% of the increase in facility revenue over the base year. Total facility rent expense to NHI was $9,133,000 and $9,083,000 for the three months ended March 31, 2014 and 2013, respectively. | |||||||||
Minimum Lease Payments | |||||||||
The approximate future minimum lease payments required under all leases that have remaining non-cancelable lease terms at March 31, 2014 are as follows: | |||||||||
Operating Leases | Capital Leases | ||||||||
(in thousands) | |||||||||
2015 | $ | 34,200 | $ | 5,200 | |||||
2016 | 34,200 | 5,200 | |||||||
2017 | 34,200 | 5,200 | |||||||
2018 | 34,200 | 5,200 | |||||||
2019 | 34,200 | 5,200 | |||||||
Thereafter | 270,800 | 25,567 | |||||||
Total minimum lease payments | $ | 441,800 | $ | 51,567 | |||||
Less: Amounts representing interest | (12,773 | ) | |||||||
Present value of minimum lease payments | 38,794 | ||||||||
Less: Current portion | (2,953 | ) | |||||||
Long-term capital lease obligations | $ | 35,841 | |||||||
Note_6_Other_Operating_Expense
Note 6 - Other Operating Expenses | 3 Months Ended |
Mar. 31, 2014 | |
Other Operating Expenses [Abstract] | ' |
Other Operating Expenses [Text Block] | ' |
Note 6 – Other Operating Expenses | |
Other operating expenses include the costs of care and services that we provide to the residents of our facilities and the costs of maintaining our facilities. Our primary patient care costs include drugs, medical supplies, purchased professional services, food, and professional liability insurance and licensing fees. The primary facility costs include utilities and property insurance. |
Note_7_Earnings_Per_Share
Note 7 - Earnings Per Share | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Earnings Per Share [Text Block] | ' | ||||||||
Note 7 – Earnings per Share | |||||||||
Basic net income per share is computed based on the weighted average number of common shares outstanding for each period presented. Diluted net income per share reflects the potential dilution that would have occurred if securities to issue common stock were exercised, converted, or resulted in the issuance of common stock that would have then shared in our earnings. | |||||||||
The following table summarizes the earnings and the weighted average number of common shares used in the calculation of basic and diluted earnings per share. | |||||||||
Three Months Ended March 31 | |||||||||
(in thousands, except for share and per share amounts) | 2014 | 2013 | |||||||
Basic: | |||||||||
Weighted average common shares outstanding | 13,843,190 | 13,861,584 | |||||||
Net income | $ | 13,229 | $ | 13,805 | |||||
Dividends to preferred stockholders | 2,168 | 2,168 | |||||||
Net income available to common stockholders | 11,061 | 11,637 | |||||||
Earnings per common share, basic | $ | 0.8 | $ | 0.84 | |||||
Diluted: | |||||||||
Weighted average common shares outstanding | 13,843,190 | 13,861,584 | |||||||
Dilutive effect of stock options | 44,457 | 9,799 | |||||||
Dilutive effect of restricted stock | 6,348 | 7,369 | |||||||
Dilutive effect of contingent issuable stock | 276,458 | 233,000 | |||||||
Assumed average common shares outstanding | 14,170,453 | 14,111,752 | |||||||
Net income available to common stockholders | $ | 11,061 | $ | 11,637 | |||||
Earnings per common share, diluted | $ | 0.78 | $ | 0.82 | |||||
In the above table, options to purchase 13,300 and 1,048,640 shares of our common stock have been excluded for the three months ended March 31, 2014 and 2013, respectively, due to their anti–dilutive impact. We have also excluded 2,623,109 and 2,623,303 of common shares issuable upon the conversion of preferred stock for the three months ended March 31, 2014 and 2013, respectively, due to their anti-dilutive impact. |
Note_8_Investments_in_Marketab
Note 8 - Investments in Marketable Securities | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||||||||||||||||||||
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | ' | ||||||||||||||||||||||||
Note 8 – Investments in Marketable Securities | |||||||||||||||||||||||||
Our investments in marketable securities are classified as available for sale securities. Realized gains and losses from securities sales are recognized in results of operations upon disposition of the securities using the specific identification method on a trade date basis. Refer to Note 9 for a description of the Company's methodology for determining the fair value of marketable securities. | |||||||||||||||||||||||||
Marketable securities and restricted marketable securities consist of the following: | |||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | ||||||||||||||||||||||||
(in thousands) | Amortized | Fair | Amortized | Fair | |||||||||||||||||||||
Cost | Value | Cost | Value | ||||||||||||||||||||||
Investments available for sale: | |||||||||||||||||||||||||
Marketable equity securities | $ | 30,176 | $ | 113,461 | $ | 30,176 | $ | 105,009 | |||||||||||||||||
Restricted investments available for sale: | |||||||||||||||||||||||||
Corporate debt securities | 66,442 | 66,122 | 65,852 | 65,006 | |||||||||||||||||||||
Commercial mortgage–backed securities | 54,003 | 53,253 | 46,977 | 45,856 | |||||||||||||||||||||
U.S. Treasury securities | 12,389 | 12,326 | 22,932 | 22,841 | |||||||||||||||||||||
State and municipal securities | 8,115 | 8,377 | 8,123 | 8,300 | |||||||||||||||||||||
$ | 171,125 | $ | 253,539 | $ | 174,060 | $ | 247,012 | ||||||||||||||||||
Included in the available for sale marketable equity securities are the following (in thousands, except share amounts): | |||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | ||||||||||||||||||||||||
Shares | Cost | Fair | Shares | Cost | Fair | ||||||||||||||||||||
Value | Value | ||||||||||||||||||||||||
NHI Common Stock | 1,630,642 | $ | 24,734 | $ | 98,589 | 1,630,642 | $ | 24,734 | $ | 91,479 | |||||||||||||||
The amortized cost and estimated fair value of debt securities classified as available for sale, by contractual maturity, are as follows: | |||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | ||||||||||||||||||||||||
(in thousands) | Cost | Fair Value | Cost | Fair | |||||||||||||||||||||
Value | |||||||||||||||||||||||||
Maturities: | |||||||||||||||||||||||||
Within 1 year | $ | 9,328 | $ | 9,363 | $ | 9,279 | $ | 9,324 | |||||||||||||||||
1 to 5 years | 89,786 | 90,276 | 91,787 | 92,011 | |||||||||||||||||||||
6 to 10 years | 38,154 | 37,070 | 40,387 | 38,335 | |||||||||||||||||||||
Over 10 years | 3,681 | 3,369 | 2,431 | 2,333 | |||||||||||||||||||||
$ | 140,949 | $ | 140,078 | $ | 143,884 | $ | 142,003 | ||||||||||||||||||
Gross unrealized gains related to available for sale securities are $84,260,000 and $75,702,000 as of March 31, 2014 and December 31, 2013, respectively. Gross unrealized losses related to available for sale securities are $1,846,000 and $2,750,000 as of March 31, 2014 and December 31, 2013, respectively. For the marketable securities in gross unrealized loss positions, (a) it is more likely than not that the Company will not be required to sell the investment securities before recovery of the unrealized losses, and (b) the Company expects that the contractual principal and interest will be received on the investment securities. These securities have also been in an unrealized loss position for a period of less than twelve months. As a result, the Company recognized no other-than-temporary impairment during the three months ended March 31, 2014 or the year ended December 31, 2013. | |||||||||||||||||||||||||
Proceeds from the sale of investments in restricted marketable securities during the three months ended March 31, 2014 and 2013 were $24,453,000 and $22,055,000, respectively. Investment gains of $136,000 and $230,000 were realized on these sales during the three months ended March 31, 2014 and 2013, respectively. |
Note_9_Fair_Value_Measurements
Note 9 - Fair Value Measurements | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||
Fair Value Disclosures [Text Block] | ' | |||||||||||||
Note 9 – Fair Value Measurements | ||||||||||||||
The accounting standard for fair value measurements provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. Fair value is defined as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. This accounting standard establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs that may be used to measure fair value: | ||||||||||||||
Level 1 – The valuation is based on quoted prices in active markets for identical instruments. | ||||||||||||||
Level 2 – The valuation is based on observable inputs such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model–based valuation techniques for which all significant assumptions are observable in the market. | ||||||||||||||
Level 3 – The valuation is based on unobservable inputs that are supported by minimal or no market activity and that are significant to the fair value of the instrument. Level 3 valuations are typically performed using pricing models, discounted cash flow methodologies, or similar techniques that incorporate management’s own estimates of assumptions that market participants would use in pricing the instrument, or valuations that require significant management judgment or estimation. | ||||||||||||||
A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. | ||||||||||||||
Valuation of Marketable Securities | ||||||||||||||
The Company determines fair value for marketable securities with Level 1 inputs through quoted market prices. The Company determines fair value for marketable securities with Level 2 inputs through broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency. Our Level 2 marketable securities have been initially valued at the transaction price and subsequently valued, at the end of each month, typically utilizing third party pricing services or other market observable data. The pricing services utilize industry standard valuation models, including both income and market based approaches and observable market inputs to determine value. These observable market inputs include reportable trades, benchmark yields, credit spreads, broker/dealer quotes, bids, offers, and other industry and economic events. | ||||||||||||||
We validated the prices provided by our broker by reviewing their pricing methods, obtaining market values from other pricing sources, analyzing pricing data in certain instances and confirming that the relevant markets are active. After completing our validation procedures, we did not adjust or override any fair value measurements provided by our broker as of March 31, 2014. We did not have any transfers of assets between Level 1 and Level 2 of the fair value measurement hierarchy during the three months ended March 31, 2014. | ||||||||||||||
Other | ||||||||||||||
The carrying amounts of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to their short–term nature. The estimated fair value of notes receivable approximates the carrying value based principally on their underlying interest rates and terms, maturities, collateral and credit status of the receivables. Our long–term debt approximates fair value due to variable interest rates, but fair value is also determined using Level 2 inputs through alternative pricing sources. At March 31, 2014, there were no material differences between the carrying amounts and fair values of NHC’s financial instruments. | ||||||||||||||
The following table summarizes fair value measurements by level at March 31, 2014 and December 31, 2013 for assets and liabilities measured at fair value on a recurring basis (in thousands): | ||||||||||||||
Fair Value Measurements Using | ||||||||||||||
31-Mar-14 | Fair | Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs | ||||||||||
Value | For Identical Assets | (Level 3) | ||||||||||||
(Level 1) | ||||||||||||||
Cash and cash equivalents | $ | 84,137 | $ | 84,137 | – | – | ||||||||
Restricted cash and cash equivalents | 17,163 | 17,163 | – | – | ||||||||||
Marketable equity securities | 113,461 | 113,461 | – | – | ||||||||||
Corporate debt securities | 66,122 | – | 66,122 | – | ||||||||||
Commercial mortgage–backed securities | 53,253 | – | 53,253 | – | ||||||||||
U.S. Treasury securities | 12,326 | 12,326 | – | – | ||||||||||
State and municipal securities | 8,377 | – | 8,377 | – | ||||||||||
Total financial assets | $ | 354,839 | $ | 227,087 | $ | 127,752 | – | |||||||
Fair Value Measurements Using | ||||||||||||||
31-Dec-13 | Fair | Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs | ||||||||||
Value | For Identical Assets | (Level 3) | ||||||||||||
(Level 1) | ||||||||||||||
Cash and cash equivalents | $ | 81,705 | $ | 81,705 | – | – | ||||||||
Restricted cash and cash equivalents | 13,929 | 13,929 | – | – | ||||||||||
Marketable equity securities | 105,009 | 105,009 | – | – | ||||||||||
Corporate debt securities | 65,006 | – | 65,006 | – | ||||||||||
Commercial mortgage–backed securities | 45,856 | – | 45,856 | – | ||||||||||
U.S. Treasury securities | 22,841 | 22,841 | – | – | ||||||||||
State and municipal securities | 8,300 | – | 8,300 | – | ||||||||||
Total financial assets | $ | 342,646 | $ | 223,484 | $ | 119,162 | – | |||||||
Note_10_LongTerm_Debt
Note 10 - Long-Term Debt | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Debt Disclosure [Text Block] | ' | ||||||||||||
Note 10 – Long–Term Debt | |||||||||||||
Long–term debt consists of the following: | |||||||||||||
Weighted | Maturities | 3/31/14 | 12/31/13 | ||||||||||
Average | |||||||||||||
Interest Rate (Variable) | |||||||||||||
(dollars in thousands) | |||||||||||||
Revolving Credit Facility, interest payable monthly | 0.90% | 2014 | $ | – | $ | – | |||||||
Unsecured term note payable to National, interest payable quarterly, principal payable at maturity | 2.80% | 2018 | 10,000 | 10,000 | |||||||||
10,000 | 10,000 | ||||||||||||
Less current portion | – | – | |||||||||||
$ | 10,000 | $ | 10,000 | ||||||||||
Note_11_75000000_Revolving_Cre
Note 11 - $75,000,000 Revolving Credit Facility | 3 Months Ended |
Mar. 31, 2014 | |
Revolving Credit Facility [Abstract] | ' |
Revolving Credit Facility [Text Block] | ' |
Note 11 – $75,000,000 Revolving Credit Facility | |
Effective October 23, 2013, we extended the maturity of our Credit Agreement (the "Credit Agreement") with Bank of America, N.A., as lender (the "Lender"). The Credit Agreement provides for a $75,000,000 revolving credit facility (the "Credit Facility"), of which up to $5,000,000 may be utilized for letters of credit. | |
Borrowings bear interest at either, (i) the Eurodollar rate plus 0.70% or (ii) the prime rate. Letter of credit fees are equal to 0.10% times the maximum amount available to be drawn under outstanding letters of credit. | |
Commitment fees are payable on the daily unused portion of the Credit Facility at a rate of ten (10) basis points per annum. NHC is permitted to prepay the loans outstanding under the Credit Facility at any time, without penalty. | |
The Credit Facility matures on October 22, 2014. We currently anticipate renewing the credit agreement at that time and while we have had no indication from the lender there is any question about renewal, there has been no commitment at this time. If the Lender elects to consent to such extension, subject to certain conditions, the maturity date will be extended to the date which is 364 days after the then maturity date. | |
NHC’s obligations under the Credit Agreement are guaranteed by certain NHC subsidiaries and are secured by pledges by NHC and the guarantors of (i) 100% of the equity interests of domestic subsidiaries and (ii) up to 65% of the voting equity interests and 100% of the non–voting equity interests of foreign subsidiaries, in each case, held by NHC or the guarantors. | |
The Credit Agreement contains customary representations and warranties, and covenants, including covenants that restrict, among other things, asset dispositions, mergers and acquisitions, dividends, restricted payments, debt, liens, investments and affiliate transactions. The Credit Agreement contains customary events of default. | |
The Credit Facility is available for general corporate purposes, including working capital and acquisitions. |
Note_12_Stock_Repurchase_Progr
Note 12 - Stock Repurchase Program | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | ' |
Treasury Stock [Text Block] | ' |
Note 12 - Stock Repurchase Program | |
On August 1, 2013, the Board of Directors of the Company authorized a new stock repurchase program that will allow the Company to repurchase up to $25 million of its common stock over a one year period. The program expires on July 31, 2014. Under the stock repurchase program, the Company may repurchase its common stock from time to time, in amounts and at prices the Company deems appropriate, subject to market conditions and other considerations. The Company’s repurchases may be executed using open market purchases, privately negotiated agreements or other transactions. The Company intends to fund repurchases under the new stock repurchase program from cash on hand, available borrowings or proceeds from potential debt or other capital market sources. The stock repurchase program may be suspended or discontinued at any time without prior notice. As of March 31, 2014, no repurchases of common stock have been executed under this program. |
Note_13_StockBased_Compensatio
Note 13 - Stock-Based Compensation | 3 Months Ended | ||||||||||||||
Mar. 31, 2014 | |||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | ||||||||||||||
Note 13 – Stock–Based Compensation | |||||||||||||||
NHC recognizes stock–based compensation expense for all stock options and restricted stock granted over the requisite service period using the fair value for these grants as estimated at the date of grant either using the Black–Scholes pricing model for stock options or the quoted market price for restricted stock. | |||||||||||||||
The 2005 and 2010 Stock–Based Compensation Plans | |||||||||||||||
The Compensation Committee of the Board of Directors (“the Committee”) has the authority to select the participants to be granted options; to designate whether the option granted is an incentive stock option (“ISO”), a non–qualified option, or a stock appreciation right; to establish the number of shares of common stock that may be issued upon exercise of the option; to establish the vesting provision for any award; and to establish the term any award may be outstanding. The exercise price of any ISO’s granted will not be less than the fair market value of the shares of common stock on the date granted and the term of an ISO may not be any more than ten years. The exercise price of any non–qualified options granted will not be less than the fair market value of the shares of common stock on the date granted unless so determined by the Committee. | |||||||||||||||
In May 2005, our stockholders approved the 2005 Stock Option, Employee Stock Purchase, Physician Stock Purchase and Stock Appreciation Rights Plan (“the 2005 Plan”) pursuant to which 1,200,000 shares of our common stock were available to grant as stock–based payments to key employees, directors, and non–employee consultants. At March 31, 2014, 245,620 shares were available for future grants under the 2005 Plan. | |||||||||||||||
In May 2010, our stockholders approved the 2010 Omnibus Equity Incentive Plan (“the 2010 Plan”) pursuant to which 1,200,000 shares of our common stock were available to grant as stock–based payments to key employees, directors, and non–employee consultants. The shares granted during the three months ended March 31, 2014 consisted of 13,300 shares through the Employee Stock Purchase Plan. At March 31, 2014, 397,960 shares were available for future grants under the 2010 Plan. | |||||||||||||||
Compensation expense is recognized only for the awards that ultimately vest. Stock–based compensation totaled $482,000 and $498,000 for the three months ended March 31, 2014 and 2013, respectively. At March 31, 2014, we had $3,484,000 of unrecognized compensation cost related to unvested stock–based compensation awards, which consisted of $3,257,000 for stock options and $227,000 for restricted stock. This expense will be recognized over the remaining weighted average vesting period, which is approximately 1.9 years for stock options and 0.6 years for restricted stock. Stock–based compensation is included in “Salaries, wages and benefits” in the interim condensed consolidated statements of income. | |||||||||||||||
Stock Options | |||||||||||||||
The following table summarizes the significant assumptions used to value the options granted for the three months ended March 31, 2014 and for the year ended December 31, 2013. | |||||||||||||||
2014 | 2013 | ||||||||||||||
Risk–free interest rate | 0.13 | % | 0.25 | % | |||||||||||
Expected volatility | 13.75 | % | 31.3 | % | |||||||||||
Expected life, in years | 1 | 2.1 | |||||||||||||
Expected dividend yield | 2.49 | % | 2.81 | % | |||||||||||
The following table summarizes our outstanding stock options for the three months ended March 31, 2014 and for the year ended December 31, 2013 | |||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||
Shares | Average | Intrinsic | |||||||||||||
Exercise Price | Value | ||||||||||||||
Options outstanding at January 1, 2013 | 1,134,602 | $ | 46.75 | – | |||||||||||
Options granted | 59,472 | 47.95 | – | ||||||||||||
Options exercised | (21,522 | ) | 45.63 | – | |||||||||||
Options cancelled | (98,000 | ) | 51.11 | – | |||||||||||
Options outstanding at December 31, 2013 | 1,074,552 | 46.44 | – | ||||||||||||
Options granted | 13,300 | 53.72 | – | ||||||||||||
Options exercised | (141,706 | ) | 45.7 | – | |||||||||||
Options outstanding at March 31, 2014 | 946,146 | $ | 46.65 | $ | 8,626,000 | ||||||||||
Options exercisable at March 31, 2014 | 120,741 | $ | 45.62 | $ | 1,225,000 | ||||||||||
Options | Exercise Prices | Weighted Average | Weighted Average | ||||||||||||
Outstanding | Exercise Price | Remaining Contractual | |||||||||||||
31-Mar-14 | Life in Years | ||||||||||||||
7,168 | $37.70 | $ | 37.7 | 0.1 | |||||||||||
925,678 | $44.80 - $47.45 | 46.62 | 2.1 | ||||||||||||
13,300 | $53.72 | 53.72 | 0.9 | ||||||||||||
946,146 | $ | 46.65 | 2 | ||||||||||||
Restricted Stock | |||||||||||||||
The following table summarizes our restricted stock activity for the three months ended March 31, 2014 and for the year ended December 31, 2013. | |||||||||||||||
Number of | Weighted | Aggregate Intrinsic Value | |||||||||||||
Shares | Average Grant Date Fair Value | ||||||||||||||
Non–vested restricted shares at January 1, 2013 | 18,000 | $ | 34.46 | – | |||||||||||
Award shares granted | – | – | – | ||||||||||||
Award shares vested | 6,000 | 34.46 | – | ||||||||||||
Non–vested restricted shares at December 31, 2013 | 12,000 | 34.46 | – | ||||||||||||
Award shares granted | – | – | – | ||||||||||||
Award shares vested | – | – | – | ||||||||||||
Non–vested restricted shares at March 31, 2014 | 12,000 | $ | 34.46 | $ | 256,000 | ||||||||||
The weighted average remaining contractual life of restricted stock at March 31, 2014 is 0.6 years. |
Note_14_Accounting_for_Uncerta
Note 14 - Accounting for Uncertainty in Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Tax Disclosure [Text Block] | ' |
Note 14 – Accounting for Uncertainty in Income Taxes | |
Uncertain tax positions may arise where tax laws may allow for alternative interpretations or where the timing of recognition of income is subject to judgment. We believe we have made adequate provision for unrecognized tax benefits related to uncertain tax positions. However, because of uncertainty of interpretation by various tax authorities and the possibility that there are issues that have not been recognized by management, we cannot guarantee we have accurately estimated our tax liabilities. We believe that our liabilities reflect the anticipated outcome of known uncertain tax positions in conformity with ASC Topic 740, Income Taxes. Our liabilities for unrecognized tax benefits are presented in the consolidated balance sheets within Other Noncurrent Liabilities. | |
At March 31, 2014, we had $12,880,000 of unrecognized tax benefits, composed of $8,680,000 of deferred tax assets and $4,200,000 of permanent differences. Accrued interest and penalties of $2,291,000 relate to unrecognized tax benefits at March 31, 2014. Unrecognized tax benefits of $4,200,000, net of federal benefit, at March 31, 2014, attributable to permanent differences, would favorably impact our effective tax rate if recognized. Accrued interest and penalties of $2,010,000 relate to these permanent differences at March 31, 2014. We do not expect to recognize significant increases or decreases in unrecognized tax benefits within the twelve months beginning March 31, 2014, except for the effect of decreases related to the lapse of statute of limitations estimated at $2,330,000, composed of temporary differences of $1,390,000, and permanent tax differences of $940,000. Interest and penalties of $557,000 relate to these temporary and permanent difference changes within 12 months beginning March 31, 2014. | |
Interest and penalties expense related to U.S. federal and state income tax returns are included within income tax expense. | |
The Company is no longer subject to U.S. federal and state examinations by tax authorities for years before 2010 (with certain state exceptions). Currently, there are no U.S. federal or state returns under examination. | |
Our deferred tax assets have been evaluated for realization based on historical taxable income, tax planning strategies, the expected timing of reversals of existing temporary differences and future taxable income anticipated. Our deferred tax assets are more likely than not to be realized in full due to the existence of sufficient taxable income of the appropriate character under the tax law. As such, there is no need for a valuation allowance. |
Note_15_Guarantees_and_Conting
Note 15 - Guarantees and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies Disclosure [Text Block] | ' |
Note 15 – Guarantees and Contingencies | |
Accrued Risk Reserves | |
We are self–insured for risks related to health insurance and have wholly–owned limited purpose insurance companies that insure risks related to workers’ compensation and general and professional liability insurance claims both for our owned or leased entities and certain of the entities to which we provide management or accounting services. The liability we have recognized for reported claims and estimates for incurred but unreported claims totals $112,304,000 and $110,557,000 at March 31, 2014 and December 31, 2013, respectively. This liability is classified as a current liability based on the uncertainty regarding the timing of potential payments. The liability is included in accrued risk reserves in the interim condensed consolidated balance sheets and is subject to adjustment for actual claims incurred. It is possible that these claims plus unasserted claims could exceed our insurance coverages and our reserves, which could have a material adverse effect on our consolidated financial position, results of operations and cash flows. | |
As a result of the terms of our insurance policies and our use of wholly–owned limited purpose insurance companies, we have retained significant insurance risk with respect to workers’ compensation and general and professional liability. We use independent actuaries to estimate our exposures for claims obligations (for both asserted and unasserted claims) related to deductibles and exposures in excess of coverage limits, and we maintain reserves for these obligations. Such estimates are based on many variables including historical and statistical information and other factors. | |
Workers’ Compensation | |
For workers’ compensation, we utilize a wholly–owned Tennessee domiciled property/casualty insurance company to write coverage for NHC affiliates and for third–party customers. Policies are written for a duration of twelve months and cover only risks related to workers’ compensation losses. All customers are companies which operate in the senior care industry. Business is written on a direct basis. Direct business coverage is written for statutory limits and the insurance company’s losses in excess of $1,000,000 per claim are covered by reinsurance. | |
General and Professional Liability Lawsuits and Insurance | |
The senior care industry has experienced increases in both the number of personal injury/wrongful death claims and in the severity of awards based upon alleged negligence by nursing facilities and their employees in providing care to residents. As of March 31, 2014, we and/or our managed centers are currently defendants in 33 such claims covering the years 2005 through March 31, 2014. | |
In 2002, due to the unavailability and/or prohibitive cost of third–party professional liability insurance coverage, we established and capitalized a wholly–owned licensed liability insurance company incorporated in the Cayman Island, for the purpose of managing our losses related to these risks. Thus, since 2002, insurance coverage for incidents occurring at all NHC owned providers, and most providers managed by us, is provided through this wholly–owned insurance company. | |
Insurance coverage for all years includes both primary policies and excess policies. Beginning in 2003, both primary and excess coverage is provided through our wholly–owned insurance company. The primary coverage is in the amount of $1.0 million per incident, $3.0 million per location with an annual primary policy aggregate limit that is adjusted on an annual basis. The excess coverage is $7.5 million annual excess in the aggregate applicable to years 2005–2007, $9.0 million annual excess in the aggregate for years 2008–2010 and $4.0 million excess per occurrence for 2011–2014. | |
Beginning in 2008 and continuing through March 31, 2014, additional insurance is purchased through third party providers that serve to supplement the coverage provided through our wholly–owned captive insurance company. | |
Other Matters | |
On December 19, 2013, the Company was served with a civil investigative demand from the U.S. Department of Justice and the Office of the U.S. Attorney for the Eastern District of Tennessee requesting the production of documents and interrogatory responses regarding the billing and medical necessity of certain rehabilitative therapy services. Based upon our review, the request appears to relate to services provided at our facilities based in Knoxville, Tennessee. We are cooperating fully with these requests. Because we are in the early stages of this investigation, we are unable to evaluate the outcome of this investigation. | |
There is certain additional litigation incidental to our business, none of which, based upon information available to date, would be material to our financial position, results of operations, or cash flows. In addition, the long-term care industry is continuously subject to scrutiny by governmental regulators, which could result in litigation or claims related to regulatory compliance matters. |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies, by Policy (Policies) [Line Items] | ' |
Basis of Accounting, Policy [Policy Text Block] | ' |
Basis of Presentation | |
The unaudited condensed consolidated financial statements to which these notes are attached include all normal, recurring adjustments which are necessary to fairly present the financial position, results of operations and cash flows of NHC. All significant intercompany transactions and balances have been eliminated in consolidation. We assume that users of these interim financial statements have read or have access to the audited December 31, 2013 consolidated financial statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations and that the adequacy of additional disclosure needed for a fair presentation, except in regard to material contingencies, may be determined in that context. Accordingly, footnotes and other disclosures which would substantially duplicate the disclosure contained in our most recent annual report to stockholders have been omitted. This interim financial information is not necessarily indicative of the results that may be expected for a full year for a variety of reasons. | |
Contractual Adjustments and Third Party Settlements, Policy [Policy Text Block] | ' |
Revenue Recognition – Third Party Payors | |
Approximately 67% of our net patient revenues are derived from Medicare, Medicaid, and other government programs. Amounts earned under these programs are subject to review by the Medicare and Medicaid intermediaries or their agents. In our opinion, adequate provision has been made for any adjustments that may result from these reviews. Any differences between our original estimates of reimbursements and subsequent revisions are reflected in operations in the period in which the revisions are made often due to final determination or the period of payment no longer being subject to audit or review. We have made provisions of approximately $22,508,000 and $21,619,000 as of March 31, 2014 and December 31, 2013, respectively, for various Medicare and Medicaid current and prior year cost reports and claims reviews. | |
Revenue Recognition for Alternative Revenue Programs, Policy [Policy Text Block] | ' |
Revenue Recognition – Private Pay | |
For private pay patients in skilled nursing or assisted living facilities, we bill room and board in advance with payment being due in the month the services are performed. Charges for ancillary, pharmacy, therapy and other services to private patients are billed in the month following the performance of services; however, all billings are recognized as revenue when the services are performed. | |
Premiums Receivable, Allowance for Doubtful Accounts, Estimation Methodology, Policy [Policy Text Block] | ' |
Revenue Recognition – Subordination of Fees and Uncertain Collections | |
We provide management services to certain senior care facilities and to others we provide accounting and financial services. We generally charge 6% to 7% of net operating revenues for our management services and a predetermined fixed rate per bed for the accounting and financial services. Our policy is to recognize revenues associated with both management services and accounting and financial services on an accrual basis as the services are provided. However, under the terms of our management contracts, payments for our management services are subject to subordination to other expenditures of the long–term care center being managed. Furthermore, for certain of the third parties with whom we have contracted to provide services and which we have determined that collection is not reasonably assured, our policy is to recognize income only in the period in which the amounts are realized. We may receive payment for the unpaid and unrecognized management fees in whole or in part in the future only if cash flows from the operating and investing activities of the centers or proceeds from the sale of the centers are sufficient to pay the fees. There can be no assurance that such future cash flows will occur. The realization of such previously unrecognized revenue could cause our reported net income to vary significantly from period to period. | |
We agree to subordinate our fees to the other expenses of a managed center because we believe we know how to improve the quality of patient services and finances of a long–term care center. We believe subordinating our fees demonstrates to the owner and employees of the managed center how confident we are of the impact we can have in making the center operations successful. We may continue to provide services to certain managed centers despite not being fully paid currently so that we may be able to collect unpaid fees in the future from improved operating results and because the incremental savings from discontinuing services to a center may be small compared to the potential benefit. Also, we may benefit from providing other ancillary services to the managed center. | |
Property, Plant and Equipment, Policy [Policy Text Block] | ' |
Property and Equipment | |
Property and equipment are recorded at cost. Depreciation is provided by the straight-line method over the expected useful lives of the assets estimated as follows: buildings and improvements, 20-40 years and equipment and furniture, 3-15 years. Leasehold improvements are amortized over periods that do not exceed the non-cancelable respective lease terms using the straight-line method. | |
Capital leases are recorded at the lower of fair market value or the present value of future minimum lease payments. Capital leases are amortized in accordance with the provision codified within Accounting Standards Codification (“ASC”) Subtopic 840-30, Leases – Capital Leases. Amortization of capital lease assets is included in depreciation and amortization expense. | |
Liability Reserve Estimate, Policy [Policy Text Block] | ' |
Accrued Risk Reserves | |
We are principally self–insured for risks related to employee health insurance, workers’ compensation and professional and general liability claims. Our accrued risk reserves primarily represent the accrual for self–insured risks associated with employee health insurance, workers’ compensation and professional and general liability claims. The accrued risk reserves include a liability for reported claims and estimates for incurred but unreported claims. Our policy with respect to our workers’ compensation and professional and general liability claims is to use an external, independent actuary to estimate our exposure for claims obligations (for both asserted and unasserted claims). Our health insurance reserve is based on our known claims incurred and an estimate of incurred but unreported claims determined by our analysis of historical claims paid. We reassess our accrued risk reserves on a quarterly basis. | |
Professional liability remains an area of particular concern to us. The entire long term care industry has seen an increase in personal injury/wrongful death claims based on alleged negligence by nursing homes and their employees in providing care to residents. As of March 31, 2014, we and/or our managed centers are defendants in 33 such claims inclusive of years 2005 through March 31, 2014. It remains possible that those pending matters plus potential unasserted claims could exceed our reserves, which could have a material adverse effect on our consolidated financial position, results of operations and cash flows. It is also possible that future events could cause us to make significant adjustments or revisions to these reserve estimates and cause our reported net income to vary significantly from period to period. | |
We maintain insurance coverage for incidents occurring in all centers owned or leased by us. The coverages include both primary policies and excess policies. In all years, settlements, if any, in excess of available insurance policy limits and our own reserves would be expensed by us. | |
Continuing Care Retirement Communities, Advance Fees, Policy [Policy Text Block] | ' |
Continuing Care Contracts and Refundable Entrance Fees | |
We have one continuing care retirement center (“CCRC”) within our operations. Residents at this retirement center may enter into continuing care contracts with us. The contract provides that 10% of the resident entry fee becomes non-refundable upon occupancy, and the remaining refundable portion of the entry fee is calculated using the lessor of the price at which the apartment is re-assigned or 90% of the original entry fee, plus 40% of any appreciation if the apartment exceeds the original resident’s entry fee. In each case, we amortize the non-refundable part of these fees into revenue over the actuarially determined remaining life of the resident, which is the expected period of occupancy by the resident. We pay the refundable portion of our entry fees when residents relocate from our community and the apartment is re-occupied. Refundable entrance fees are classified as non-current liabilities and non-refundable entrance fees are classified as deferred revenue in the Company's consolidated balance sheets. The balances of refundable entrance fees as of March 31, 2014 and December 31, 2013 were $11,187,000 and $10,720,000, respectively. | |
Obligation to Provide Future Services | |
The CCRC annually calculates the present value of the net cost of future services and the use of facilities to be provided to the current residents and compares that amount with the balance of non-refundable deferred revenue from entrance fees received. If the present value of the net cost of future services exceeds the related anticipated revenues, a liability is recorded (obligation to provide future services) with a corresponding charge to income. As of March 31, 2014 and December 31, 2013, we have recorded a future service obligation in the amount of $3,689,000. | |
Revenue Recognition, Deferred Revenue [Policy Text Block] | ' |
Deferred Revenue | |
Deferred revenue includes the deferred gain on the sale of assets to National, the non-refundable portion (10%) of CCRC entrance fees being amortized over the remaining life expectancies of the residents, and premiums received within our workers’ compensation and professional liability companies that are not yet earned. | |
New Accounting Pronouncements, Policy [Policy Text Block] | ' |
New Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” This standard changes the requirements for reporting discontinued operations by raising the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. The standard limits discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. This standard is effective for the Company on a prospective basis for annual periods beginning on January 1, 2015 and interim periods within that year. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued. When adopted, the Company does not expect this standard to have a material impact on our consolidated financial statements. | |
Refundable Advance Fees [Member] | ' |
Accounting Policies, by Policy (Policies) [Line Items] | ' |
Use of Estimates, Policy [Policy Text Block] | ' |
Estimates and Assumptions | |
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and could cause our reported net income to vary significantly from period to period. |
Note_3_Other_Revenues_Tables
Note 3 - Other Revenues (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Other Revenues [Abstract] | ' | ||||||||
Schedule of Other Revenues [Table Text Block] | ' | ||||||||
Three Months Ended | |||||||||
31-Mar | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Management and accounting services fees | $ | 3,982 | $ | 4,832 | |||||
Rental income | 4,768 | 4,737 | |||||||
Insurance services | 1,773 | 6,127 | |||||||
Other | 239 | 252 | |||||||
$ | 10,762 | $ | 15,948 |
Note_4_NonOperating_Income_Tab
Note 4 - Non-Operating Income (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Schedule of Other Nonoperating Income, by Component [Table Text Block] | ' | ||||||||
Three Months Ended | |||||||||
31-Mar | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Equity in earnings of unconsolidated investments | $ | 1,914 | $ | 3,806 | |||||
Dividends and other net realized gains and losses on sales of securities | 1,526 | 1,461 | |||||||
Interest income | 1,132 | 1,351 | |||||||
$ | 4,572 | $ | 6,618 |
Note_5_LongTerm_Leases_Tables
Note 5 - Long-Term Leases (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Leases [Abstract] | ' | ||||||||
Schedule of Capital Leased Assets [Table Text Block] | ' | ||||||||
31-Mar-14 | 31-Dec-13 | ||||||||
(in thousands) | |||||||||
Buildings and personal property | $ | 39,032 | $ | − | |||||
Accumulated amortization | (327 | ) | − | ||||||
$ | 38,705 | $ | − | ||||||
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | ' | ||||||||
Operating Leases | Capital Leases | ||||||||
(in thousands) | |||||||||
2015 | $ | 34,200 | $ | 5,200 | |||||
2016 | 34,200 | 5,200 | |||||||
2017 | 34,200 | 5,200 | |||||||
2018 | 34,200 | 5,200 | |||||||
2019 | 34,200 | 5,200 | |||||||
Thereafter | 270,800 | 25,567 | |||||||
Total minimum lease payments | $ | 441,800 | $ | 51,567 | |||||
Less: Amounts representing interest | (12,773 | ) | |||||||
Present value of minimum lease payments | 38,794 | ||||||||
Less: Current portion | (2,953 | ) | |||||||
Long-term capital lease obligations | $ | 35,841 |
Note_7_Earnings_Per_Share_Tabl
Note 7 - Earnings Per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||
Three Months Ended March 31 | |||||||||
(in thousands, except for share and per share amounts) | 2014 | 2013 | |||||||
Basic: | |||||||||
Weighted average common shares outstanding | 13,843,190 | 13,861,584 | |||||||
Net income | $ | 13,229 | $ | 13,805 | |||||
Dividends to preferred stockholders | 2,168 | 2,168 | |||||||
Net income available to common stockholders | 11,061 | 11,637 | |||||||
Earnings per common share, basic | $ | 0.8 | $ | 0.84 | |||||
Diluted: | |||||||||
Weighted average common shares outstanding | 13,843,190 | 13,861,584 | |||||||
Dilutive effect of stock options | 44,457 | 9,799 | |||||||
Dilutive effect of restricted stock | 6,348 | 7,369 | |||||||
Dilutive effect of contingent issuable stock | 276,458 | 233,000 | |||||||
Assumed average common shares outstanding | 14,170,453 | 14,111,752 | |||||||
Net income available to common stockholders | $ | 11,061 | $ | 11,637 | |||||
Earnings per common share, diluted | $ | 0.78 | $ | 0.82 |
Note_8_Investments_in_Marketab1
Note 8 - Investments in Marketable Securities (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||||||||||||||||||||
Available-for-sale Securities [Table Text Block] | ' | ||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | ||||||||||||||||||||||||
(in thousands) | Amortized | Fair | Amortized | Fair | |||||||||||||||||||||
Cost | Value | Cost | Value | ||||||||||||||||||||||
Investments available for sale: | |||||||||||||||||||||||||
Marketable equity securities | $ | 30,176 | $ | 113,461 | $ | 30,176 | $ | 105,009 | |||||||||||||||||
Restricted investments available for sale: | |||||||||||||||||||||||||
Corporate debt securities | 66,442 | 66,122 | 65,852 | 65,006 | |||||||||||||||||||||
Commercial mortgage–backed securities | 54,003 | 53,253 | 46,977 | 45,856 | |||||||||||||||||||||
U.S. Treasury securities | 12,389 | 12,326 | 22,932 | 22,841 | |||||||||||||||||||||
State and municipal securities | 8,115 | 8,377 | 8,123 | 8,300 | |||||||||||||||||||||
$ | 171,125 | $ | 253,539 | $ | 174,060 | $ | 247,012 | ||||||||||||||||||
Schedule of Available-for-sale Securities Reconciliation [Table Text Block] | ' | ||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | ||||||||||||||||||||||||
Shares | Cost | Fair | Shares | Cost | Fair | ||||||||||||||||||||
Value | Value | ||||||||||||||||||||||||
NHI Common Stock | 1,630,642 | $ | 24,734 | $ | 98,589 | 1,630,642 | $ | 24,734 | $ | 91,479 | |||||||||||||||
Investments Classified by Contractual Maturity Date [Table Text Block] | ' | ||||||||||||||||||||||||
31-Mar-14 | 31-Dec-13 | ||||||||||||||||||||||||
(in thousands) | Cost | Fair Value | Cost | Fair | |||||||||||||||||||||
Value | |||||||||||||||||||||||||
Maturities: | |||||||||||||||||||||||||
Within 1 year | $ | 9,328 | $ | 9,363 | $ | 9,279 | $ | 9,324 | |||||||||||||||||
1 to 5 years | 89,786 | 90,276 | 91,787 | 92,011 | |||||||||||||||||||||
6 to 10 years | 38,154 | 37,070 | 40,387 | 38,335 | |||||||||||||||||||||
Over 10 years | 3,681 | 3,369 | 2,431 | 2,333 | |||||||||||||||||||||
$ | 140,949 | $ | 140,078 | $ | 143,884 | $ | 142,003 |
Note_9_Fair_Value_Measurements1
Note 9 - Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | ' | |||||||||||||
Fair Value Measurements Using | ||||||||||||||
31-Mar-14 | Fair | Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs | ||||||||||
Value | For Identical Assets | (Level 3) | ||||||||||||
(Level 1) | ||||||||||||||
Cash and cash equivalents | $ | 84,137 | $ | 84,137 | – | – | ||||||||
Restricted cash and cash equivalents | 17,163 | 17,163 | – | – | ||||||||||
Marketable equity securities | 113,461 | 113,461 | – | – | ||||||||||
Corporate debt securities | 66,122 | – | 66,122 | – | ||||||||||
Commercial mortgage–backed securities | 53,253 | – | 53,253 | – | ||||||||||
U.S. Treasury securities | 12,326 | 12,326 | – | – | ||||||||||
State and municipal securities | 8,377 | – | 8,377 | – | ||||||||||
Total financial assets | $ | 354,839 | $ | 227,087 | $ | 127,752 | – | |||||||
Fair Value Measurements Using | ||||||||||||||
31-Dec-13 | Fair | Quoted Prices in Active Markets | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs | ||||||||||
Value | For Identical Assets | (Level 3) | ||||||||||||
(Level 1) | ||||||||||||||
Cash and cash equivalents | $ | 81,705 | $ | 81,705 | – | – | ||||||||
Restricted cash and cash equivalents | 13,929 | 13,929 | – | – | ||||||||||
Marketable equity securities | 105,009 | 105,009 | – | – | ||||||||||
Corporate debt securities | 65,006 | – | 65,006 | – | ||||||||||
Commercial mortgage–backed securities | 45,856 | – | 45,856 | – | ||||||||||
U.S. Treasury securities | 22,841 | 22,841 | – | – | ||||||||||
State and municipal securities | 8,300 | – | 8,300 | – | ||||||||||
Total financial assets | $ | 342,646 | $ | 223,484 | $ | 119,162 | – |
Note_10_LongTerm_Debt_Tables
Note 10 - Long-Term Debt (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Schedule of Debt [Table Text Block] | ' | ||||||||||||
Weighted | Maturities | 3/31/14 | 12/31/13 | ||||||||||
Average | |||||||||||||
Interest Rate (Variable) | |||||||||||||
(dollars in thousands) | |||||||||||||
Revolving Credit Facility, interest payable monthly | 0.90% | 2014 | $ | – | $ | – | |||||||
Unsecured term note payable to National, interest payable quarterly, principal payable at maturity | 2.80% | 2018 | 10,000 | 10,000 | |||||||||
10,000 | 10,000 | ||||||||||||
Less current portion | – | – | |||||||||||
$ | 10,000 | $ | 10,000 |
Note_13_StockBased_Compensatio1
Note 13 - Stock-Based Compensation (Tables) | 3 Months Ended | ||||||||||||||
Mar. 31, 2014 | |||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||||
2014 | 2013 | ||||||||||||||
Risk–free interest rate | 0.13 | % | 0.25 | % | |||||||||||
Expected volatility | 13.75 | % | 31.3 | % | |||||||||||
Expected life, in years | 1 | 2.1 | |||||||||||||
Expected dividend yield | 2.49 | % | 2.81 | % | |||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | ||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||
Shares | Average | Intrinsic | |||||||||||||
Exercise Price | Value | ||||||||||||||
Options outstanding at January 1, 2013 | 1,134,602 | $ | 46.75 | – | |||||||||||
Options granted | 59,472 | 47.95 | – | ||||||||||||
Options exercised | (21,522 | ) | 45.63 | – | |||||||||||
Options cancelled | (98,000 | ) | 51.11 | – | |||||||||||
Options outstanding at December 31, 2013 | 1,074,552 | 46.44 | – | ||||||||||||
Options granted | 13,300 | 53.72 | – | ||||||||||||
Options exercised | (141,706 | ) | 45.7 | – | |||||||||||
Options outstanding at March 31, 2014 | 946,146 | $ | 46.65 | $ | 8,626,000 | ||||||||||
Options exercisable at March 31, 2014 | 120,741 | $ | 45.62 | $ | 1,225,000 | ||||||||||
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | ' | ||||||||||||||
Options | Exercise Prices | Weighted Average | Weighted Average | ||||||||||||
Outstanding | Exercise Price | Remaining Contractual | |||||||||||||
31-Mar-14 | Life in Years | ||||||||||||||
7,168 | $37.70 | $ | 37.7 | 0.1 | |||||||||||
925,678 | $44.80 - $47.45 | 46.62 | 2.1 | ||||||||||||
13,300 | $53.72 | 53.72 | 0.9 | ||||||||||||
946,146 | $ | 46.65 | 2 | ||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | ' | ||||||||||||||
Number of | Weighted | Aggregate Intrinsic Value | |||||||||||||
Shares | Average Grant Date Fair Value | ||||||||||||||
Non–vested restricted shares at January 1, 2013 | 18,000 | $ | 34.46 | – | |||||||||||
Award shares granted | – | – | – | ||||||||||||
Award shares vested | 6,000 | 34.46 | – | ||||||||||||
Non–vested restricted shares at December 31, 2013 | 12,000 | 34.46 | – | ||||||||||||
Award shares granted | – | – | – | ||||||||||||
Award shares vested | – | – | – | ||||||||||||
Non–vested restricted shares at March 31, 2014 | 12,000 | $ | 34.46 | $ | 256,000 |
Note_1_Description_of_Business1
Note 1 - Description of Business (Details) | Mar. 31, 2014 |
Disclosure Text Block [Abstract] | ' |
Number of Skilled Nursing Centers Leased From NHI | 73 |
Number Of Beds | 9,410 |
Number of States in which Entity Operates | 9 |
Note_2_Summary_of_Significant_1
Note 2 - Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2013 | |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Concentration Risk, Percentage | 67.00% | ' |
Malpractice Loss Contingency, Number of Claims | 33 | ' |
Continuing Care Retirement Communities Advance Fees, Obligation for Future Services, Amount (in Dollars) | $3,689,000 | $3,689,000 |
Building and Building Improvements [Member] | Minimum [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Property, Plant and Equipment, Useful Life | '20 years | ' |
Building and Building Improvements [Member] | Maximum [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Property, Plant and Equipment, Useful Life | '40 years | ' |
Equipment [Member] | Minimum [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Property, Plant and Equipment, Useful Life | '3 years | ' |
Equipment [Member] | Maximum [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Property, Plant and Equipment, Useful Life | '15 years | ' |
Medicare and Medicaid [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Allowance for Doubtful Accounts Receivable (in Dollars) | 22,508,000 | 21,619,000 |
Refundable Advance Fees [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Nonrefundable Resident Entry Fee Percentage | 10.00% | ' |
Customer Refundable Fees (in Dollars) | $11,187,000 | $10,720,000 |
Original Entry Fee [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Refundable Resident Entry Fee Percentage | 90.00% | ' |
Appreciation [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Appreciation of Apartment Over Original Resident's Entry Fee, Percentage | 40.00% | ' |
Minimum [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Management Services Fees | 6.00% | ' |
Maximum [Member] | ' | ' |
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' |
Management Services Fees | 7.00% | ' |
Note_3_Other_Revenues_Details
Note 3 - Other Revenues (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Note 3 - Other Revenues (Details) [Line Items] | ' | ' |
Number Of Beds | 9,410 | ' |
Health Care Organization, Premium Revenue | ' | $2,268,000 |
Des Peres, Missouri [Member] | ' | ' |
Note 3 - Other Revenues (Details) [Line Items] | ' | ' |
Number Of Beds | 121 | ' |
National [Member] | ' | ' |
Note 3 - Other Revenues (Details) [Line Items] | ' | ' |
Number of Skilled Nursing Centers | 5 | ' |
Management Fees Revenue | 925,000 | 912,000 |
Other Nursing Centers [Member] | ' | ' |
Note 3 - Other Revenues (Details) [Line Items] | ' | ' |
Number of Skilled Nursing Centers | 21 | ' |
Management Fees Revenue | 537,000 | 1,619,000 |
Workers Compensation Premium Revenue [Member] | ' | ' |
Note 3 - Other Revenues (Details) [Line Items] | ' | ' |
Health Care Organization, Premium Revenue | 1,096,000 | 3,609,000 |
Professional Liability Insurance [Member] | ' | ' |
Note 3 - Other Revenues (Details) [Line Items] | ' | ' |
Health Care Organization, Premium Revenue | $677,000 | $962,000 |
Note_3_Other_Revenues_Details_
Note 3 - Other Revenues (Details) - Other Revenues (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Note 3 - Other Revenues (Details) - Other Revenues [Line Items] | ' | ' |
Other Revenues | $10,762 | $15,948 |
Management and Accounting Services Fees [Member] | ' | ' |
Note 3 - Other Revenues (Details) - Other Revenues [Line Items] | ' | ' |
Other Revenues | 3,982 | 4,832 |
Rental Income [Member] | ' | ' |
Note 3 - Other Revenues (Details) - Other Revenues [Line Items] | ' | ' |
Other Revenues | 4,768 | 4,737 |
Insurance Services [Member] | ' | ' |
Note 3 - Other Revenues (Details) - Other Revenues [Line Items] | ' | ' |
Other Revenues | 1,773 | 6,127 |
Other Income [Member] | ' | ' |
Note 3 - Other Revenues (Details) - Other Revenues [Line Items] | ' | ' |
Other Revenues | $239 | $252 |
Note_4_NonOperating_Income_Det
Note 4 - Non-Operating Income (Details) (Caris [Member]) | Mar. 31, 2014 |
Caris [Member] | ' |
Note 4 - Non-Operating Income (Details) [Line Items] | ' |
Equity Method Investment, Ownership Percentage | 75.10% |
Note_4_NonOperating_Income_Det1
Note 4 - Non-Operating Income (Details) - Non-Operating Income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Note 4 - Non-Operating Income (Details) - Non-Operating Income [Line Items] | ' | ' |
Non-operating Income | $4,572 | $6,618 |
Equity in Earnings of Unconsolidated Investments [Member] | ' | ' |
Note 4 - Non-Operating Income (Details) - Non-Operating Income [Line Items] | ' | ' |
Non-operating Income | 1,914 | 3,806 |
Dividends and Other Net Realized Gains and Losses on Sales of Securities [Member] | ' | ' |
Note 4 - Non-Operating Income (Details) - Non-Operating Income [Line Items] | ' | ' |
Non-operating Income | 1,526 | 1,461 |
Interest Income [Member] | ' | ' |
Note 4 - Non-Operating Income (Details) - Non-Operating Income [Line Items] | ' | ' |
Non-operating Income | $1,132 | $1,351 |
Note_5_LongTerm_Leases_Details
Note 5 - Long-Term Leases (Details) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | |||||
Mar. 31, 2014 | Mar. 31, 2013 | Feb. 28, 2014 | Mar. 01, 2014 | Feb. 28, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 01, 2014 | |
Captial Lease [Member] | Captial Lease [Member] | Captial Lease [Member] | National Health Investors, Inc. [Member] | National Health Investors, Inc. [Member] | National Health Investors, Inc. [Member] | |||
Skilled Nursing Facility [Member] | ||||||||
Note 5 - Long-Term Leases (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Facilities Under Capitalized Lease | ' | ' | 2 | ' | 3 | ' | ' | ' |
Number of Capitalized Lease Agreements | ' | ' | ' | ' | 3 | ' | ' | ' |
Initial Lease Term | ' | ' | ' | '10 years | ' | ' | ' | ' |
Number of Additional Lease Options | ' | ' | ' | 2 | ' | ' | ' | ' |
Term of Additional Lease Option | ' | ' | ' | '5 years | ' | ' | ' | ' |
Capital Leases, Future Minimum Payments, Net Minimum Payments (in Dollars) | ' | ' | ' | $5,200,000 | ' | ' | ' | ' |
Capital Lease Additional Percentage Rent Percentage | ' | ' | ' | 4.00% | ' | ' | ' | ' |
Number of Skilled Nursing Centers Leased From NHI | 73 | ' | ' | ' | ' | ' | ' | 35 |
Number of Assisted Living Centers Leased From NHI | ' | ' | ' | ' | ' | ' | ' | 7 |
Number of Independent Living Centers Leased From NHI | ' | ' | ' | ' | ' | ' | ' | 3 |
Number of Lease Agreements with NHI | 2 | ' | ' | ' | ' | ' | ' | ' |
Operating Leases, Rent Expense, Minimum Rentals (in Dollars) | 34,200,000 | ' | ' | ' | ' | ' | ' | ' |
Operating Lease Additional Percentage Rent Percentage | 4.00% | ' | ' | ' | ' | ' | ' | ' |
Operating Leases, Rent Expense (in Dollars) | $9,886,000 | $9,868,000 | ' | ' | ' | $9,133,000 | $9,083,000 | ' |
Note_5_LongTerm_Leases_Details1
Note 5 - Long-Term Leases (Details) - Fixed Assets Recorded under Capital Leases (Buildings and Personal Property [Member], USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Buildings and Personal Property [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Buildings and personal property | $39,032 | $0 |
Accumulated amortization | -327 | 0 |
$38,705 | $0 |
Note_5_LongTerm_Leases_Details2
Note 5 - Long-Term Leases (Details) - Future Minimum Lease Payments (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Future Minimum Lease Payments [Abstract] | ' |
2015 | $34,200 |
2015 | 5,200 |
2016 | 34,200 |
2016 | 5,200 |
2017 | 34,200 |
2017 | 5,200 |
2018 | 34,200 |
2018 | 5,200 |
2019 | 34,200 |
2019 | 5,200 |
Thereafter | 270,800 |
Thereafter | 25,567 |
Total minimum lease payments | 441,800 |
Total minimum lease payments | 51,567 |
Less: Amounts representing interest | -12,773 |
Present value of minimum lease payments | 38,794 |
Less: Current portion | -2,953 |
Long-term capital lease obligations | $35,841 |
Note_7_Earnings_Per_Share_Deta
Note 7 - Earnings Per Share (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Incentive Stock Option [Member] | ' | ' |
Note 7 - Earnings Per Share (Details) [Line Items] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 13,300 | 1,048,640 |
Common Shares Issuable Upon Conversion Of Preferred Stock [Member] | ' | ' |
Note 7 - Earnings Per Share (Details) [Line Items] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,623,109 | 2,623,303 |
Note_7_Earnings_Per_Share_Deta1
Note 7 - Earnings Per Share (Details) - Summary of Earnings and Weighted Average Number of Common Shares Used in Calculation of Basic and Diluted Earnings Per Share (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Basic: | ' | ' |
Weighted average common shares outstanding, basic | 13,843,190 | 13,861,584 |
Net income (in Dollars) | $13,229 | $13,805 |
Dividends to preferred stockholders (in Dollars) | 2,168 | 2,168 |
Net income available to common stockholders (in Dollars) | $11,061 | $11,637 |
Earnings per common share, basic (in Dollars per share) | $0.80 | $0.84 |
Diluted: | ' | ' |
Dilutive effect of contingent issuable stock | 276,458 | 233,000 |
Assumed average common shares outstanding | 14,170,453 | 14,111,752 |
Earnings per common share, diluted (in Dollars per share) | $0.78 | $0.82 |
Equity Option [Member] | ' | ' |
Diluted: | ' | ' |
Dilutive effect of securities | 44,457 | 9,799 |
Restricted Stock [Member] | ' | ' |
Diluted: | ' | ' |
Dilutive effect of securities | 6,348 | 7,369 |
Note_8_Investments_in_Marketab2
Note 8 - Investments in Marketable Securities (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Investments, Debt and Equity Securities [Abstract] | ' | ' | ' |
Available-for-sale Securities, Gross Unrealized Gain | $84,260,000 | ' | $75,702,000 |
Available-for-sale Securities, Gross Unrealized Loss | 1,846,000 | ' | 2,750,000 |
Other than Temporary Impairment Losses, Investments, Available-for-sale Securities | 0 | ' | 0 |
Proceeds from Sale and Maturity of Marketable Securities | 24,453,000 | 22,055,000 | ' |
Realized Investment Gains (Losses) | $136,000 | $230,000 | ' |
Note_8_Investments_in_Marketab3
Note 8 - Investments in Marketable Securities (Details) - Marketable Securities and Restricted Marketable Securities (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Restricted investments available for sale: | ' | ' |
$171,125 | $174,060 | |
253,539 | 247,012 | |
Equity Securities [Member] | ' | ' |
Investments available for sale: | ' | ' |
Marketable equity securities | 30,176 | 30,176 |
Marketable equity securities | 113,461 | 105,009 |
Restricted investments available for sale: | ' | ' |
113,461 | 105,009 | |
Corporate Debt Securities [Member] | ' | ' |
Restricted investments available for sale: | ' | ' |
Amortized Cost | 66,442 | 65,852 |
Fair Value | 66,122 | 65,006 |
66,122 | 65,006 | |
Commercial Mortgage Backed Securities [Member] | ' | ' |
Restricted investments available for sale: | ' | ' |
Amortized Cost | 54,003 | 46,977 |
Fair Value | 53,253 | 45,856 |
53,253 | 45,856 | |
US Government Corporations and Agencies Securities [Member] | ' | ' |
Restricted investments available for sale: | ' | ' |
Amortized Cost | 12,389 | 22,932 |
Fair Value | 12,326 | 22,841 |
US States and Political Subdivisions Debt Securities [Member] | ' | ' |
Restricted investments available for sale: | ' | ' |
Amortized Cost | 8,115 | 8,123 |
Fair Value | 8,377 | 8,300 |
$8,377 | $8,300 |
Note_8_Investments_in_Marketab4
Note 8 - Investments in Marketable Securities (Details) - Available for Sale Marketable Equity Securities (NHI Common Stock [Member], USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
NHI Common Stock [Member] | ' | ' |
Note 8 - Investments in Marketable Securities (Details) - Available for Sale Marketable Equity Securities [Line Items] | ' | ' |
NHI Common Stock (in Shares) | 1,630,642 | 1,630,642 |
NHI Common Stock | $24,734 | $24,734 |
NHI Common Stock | $98,589 | $91,479 |
Note_8_Investments_in_Marketab5
Note 8 - Investments in Marketable Securities (Details) - Amortized Cost and Estimated Fair Value of Debt Securities as Available for Sale (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Amortized Cost and Estimated Fair Value of Debt Securities as Available for Sale [Abstract] | ' | ' |
Within 1 year | $9,328 | $9,279 |
Within 1 year | 9,363 | 9,324 |
1 to 5 years | 89,786 | 91,787 |
1 to 5 years | 90,276 | 92,011 |
6 to 10 years | 38,154 | 40,387 |
6 to 10 years | 37,070 | 38,335 |
Over 10 years | 3,681 | 2,431 |
Over 10 years | 3,369 | 2,333 |
140,949 | 143,884 | |
$140,078 | $142,003 |
Note_9_Fair_Value_Measurements2
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Cash and cash equivalents | $84,137 | $81,705 |
Restricted cash and cash equivalents | 17,163 | 13,929 |
Available for sale securities | 253,539 | 247,012 |
Total financial assets | 354,839 | 342,646 |
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 113,461 | 105,009 |
Equity Securities [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 113,461 | 105,009 |
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 66,122 | 65,006 |
Corporate Debt Securities [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 66,122 | 65,006 |
Commercial Mortgage Backed Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 53,253 | 45,856 |
Commercial Mortgage Backed Securities [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 53,253 | 45,856 |
US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Cash and cash equivalents | 12,326 | ' |
Available for sale securities | ' | 22,841 |
US Treasury Securities [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Cash and cash equivalents | 12,326 | ' |
Available for sale securities | ' | 22,841 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 8,377 | 8,300 |
US States and Political Subdivisions Debt Securities [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Available for sale securities | 8,377 | 8,300 |
Fair Value, Inputs, Level 1 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Cash and cash equivalents | 84,137 | 81,705 |
Restricted cash and cash equivalents | 17,163 | 13,929 |
Total financial assets | 227,087 | 223,484 |
Fair Value, Inputs, Level 2 [Member] | ' | ' |
Note 9 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ' | ' |
Total financial assets | $127,752 | $119,162 |
Note_10_LongTerm_Debt_Details_
Note 10 - Long-Term Debt (Details) - Long-term Debt (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 10 - Long-Term Debt (Details) - Long-term Debt [Line Items] | ' | ' |
Long-term Debt | $10,000 | $10,000 |
10,000 | 10,000 | |
Unsecured Term Note Payable [Member] | ' | ' |
Note 10 - Long-Term Debt (Details) - Long-term Debt [Line Items] | ' | ' |
Weighted Average Interest Rate, Variable | 2.80% | ' |
Maturities | '2018 | ' |
Long-term Debt | $10,000 | $10,000 |
Revolving Credit Facility [Member] | ' | ' |
Note 10 - Long-Term Debt (Details) - Long-term Debt [Line Items] | ' | ' |
Weighted Average Interest Rate, Variable | 0.90% | ' |
Maturities | '2014 | ' |
Note_11_75000000_Revolving_Cre1
Note 11 - $75,000,000 Revolving Credit Facility (Details) (USD $) | 5 Months Ended | |
Mar. 31, 2014 | Oct. 23, 2013 | |
Note 11 - $75,000,000 Revolving Credit Facility (Details) [Line Items] | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | $75,000,000 |
Line of Credit Facility, Commitment Fee Percentage | 0.10% | ' |
Eurodollar Rate [Member] | ' | ' |
Note 11 - $75,000,000 Revolving Credit Facility (Details) [Line Items] | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | 0.70% | ' |
Letter of Credit [Member] | ' | ' |
Note 11 - $75,000,000 Revolving Credit Facility (Details) [Line Items] | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | $5,000,000 |
Debt Instrument, Basis Spread on Variable Rate | 0.10% | ' |
Note_12_Stock_Repurchase_Progr1
Note 12 - Stock Repurchase Program (Details) (USD $) | 1 Months Ended | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Aug. 31, 2013 | Mar. 31, 2014 |
Disclosure Text Block Supplement [Abstract] | ' | ' |
Stock Repurchase Program, Authorized Amount | $25 | ' |
Stock Repurchased During Period, Shares | ' | 0 |
Note_13_StockBased_Compensatio2
Note 13 - Stock-Based Compensation (Details) (USD $) | 3 Months Ended | ||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-05 | Mar. 31, 2014 | 31-May-10 | |
Incentive Stock Option [Member] | Employee Stock Option [Member] | Restricted Stock [Member] | 2005 Plan [Member] | 2005 Plan [Member] | 2010 Plan [Member] | 2010 Plan [Member] | |||
Minimum [Member] | |||||||||
Note 13 - Stock-Based Compensation (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | ' | ' | '10 years | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | ' | ' | ' | ' | ' | ' | 1,200,000 | ' | 1,200,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | ' | ' | ' | ' | ' | 245,620 | ' | 397,960 | ' |
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 13,300 | ' | ' | ' | ' | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $482,000 | $498,000 | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $3,484,000 | ' | ' | $3,257,000 | $227,000 | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | ' | '1 year 328 days | '219 days | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | ' | ' | ' | ' | '219 days | ' | ' | ' | ' |
Note_13_StockBased_Compensatio3
Note 13 - Stock-Based Compensation (Details) - Summary of Assumptions Used To Value Options Granted | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Dec. 31, 2013 | |
Summary of Assumptions Used To Value Options Granted [Abstract] | ' | ' |
Riskbfree interest rate | 0.13% | 0.25% |
Expected volatility | 13.75% | 31.30% |
Expected life, in years | '1 year | '2 years 36 days |
Expected dividend yield | 2.49% | 2.81% |
Note_13_StockBased_Compensatio4
Note 13 - Stock-Based Compensation (Details) - Summary of Outstanding Stock Options (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Dec. 31, 2013 | |
Summary of Outstanding Stock Options [Abstract] | ' | ' |
Number of Shares - Options Outstanding | 1,074,552 | 1,134,602 |
Weighted Average Exercise Price - Options Outstanding | $46.44 | $46.75 |
Options exercisable at March 31, 2014 | 120,741 | ' |
Options exercisable at March 31, 2014 | $45.62 | ' |
Options exercisable at March 31, 2014 | $1,225,000 | ' |
Number of Shares - Options Granted | 13,300 | 59,472 |
Weighted Average Exercise Price - Options Granted | $53.72 | $47.95 |
Number of Shares - Options Exercised | -141,706 | -21,522 |
Weighted Average Exercise Price - Options Exercised | $45.70 | $45.63 |
Options cancelled | ' | -98,000 |
Options cancelled | ' | $51.11 |
Number of Shares - Options Outstanding | 946,146 | 1,074,552 |
Weighted Average Exercise Price - Options Outstanding | $46.65 | $46.44 |
Aggregate Intrinsic Value - Options Outstanding | $8,626,000 | ' |
Note_13_StockBased_Compensatio5
Note 13 - Stock-Based Compensation (Details) - Options Outstanding (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Options Outstanding (in Shares) | 946,146 | 1,074,552 | 1,134,602 |
Weighted Average Exercise Price | $46.65 | $46.44 | $46.75 |
Weighted Average Remaining Contractual Life in Years | '2 years | ' | ' |
Exercise Price Range 1 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Options Outstanding (in Shares) | 7,168 | ' | ' |
Exercise Prices | $37.70 | ' | ' |
Weighted Average Exercise Price | $37.70 | ' | ' |
Weighted Average Remaining Contractual Life in Years | '36 days | ' | ' |
Exercise Price Range 2 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Options Outstanding (in Shares) | 925,678 | ' | ' |
Weighted Average Exercise Price | $46.62 | ' | ' |
Weighted Average Remaining Contractual Life in Years | '2 years 36 days | ' | ' |
Exercise Price Range 2 [Member] | Minimum [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise Prices - Minimum | $44.80 | ' | ' |
Exercise Price Range 2 [Member] | Maximum [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Exercise Prices - Maximum | $47.45 | ' | ' |
Exercise Price Range 3 [Member] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | ' |
Options Outstanding (in Shares) | 13,300 | ' | ' |
Exercise Prices | $53.72 | ' | ' |
Weighted Average Exercise Price | $53.72 | ' | ' |
Weighted Average Remaining Contractual Life in Years | '328 days | ' | ' |
Note_13_StockBased_Compensatio6
Note 13 - Stock-Based Compensation (Details) - Summary of Restricted Stock Activity (Restricted Stock [Member], USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2014 | |
Restricted Stock [Member] | ' | ' |
Note 13 - Stock-Based Compensation (Details) - Summary of Restricted Stock Activity [Line Items] | ' | ' |
Nonbvested restricted shares at January 1, 2013 | 18,000 | 12,000 |
Nonbvested restricted shares at January 1, 2013 | $34.46 | $34.46 |
Number of Shares | 6,000 | ' |
Weighted Average Grant Date Fair Value | $34.46 | ' |
Number of Shares | 12,000 | 12,000 |
Weighted Average Grant Date Fair Value | $34.46 | $34.46 |
Aggregate Intrinsic Value | ' | $256,000 |
Note_14_Accounting_for_Uncerta1
Note 14 - Accounting for Uncertainty in Income Taxes (Details) (USD $) | 12 Months Ended |
Mar. 31, 2014 | |
Note 14 - Accounting for Uncertainty in Income Taxes (Details) [Line Items] | ' |
Unrecognized Tax Benefits | $12,880,000 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 2,291,000 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 4,200,000 |
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 2,330,000 |
Unrecognized Tax Benefits, Period Increase (Decrease) | 557,000 |
Deferred Tax Assets [Member] | ' |
Note 14 - Accounting for Uncertainty in Income Taxes (Details) [Line Items] | ' |
Unrecognized Tax Benefits | 8,680,000 |
Permanent Differences [Member] | ' |
Note 14 - Accounting for Uncertainty in Income Taxes (Details) [Line Items] | ' |
Unrecognized Tax Benefits | 4,200,000 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 2,010,000 |
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 940,000 |
Temporary Difference [Member] | ' |
Note 14 - Accounting for Uncertainty in Income Taxes (Details) [Line Items] | ' |
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | $1,390,000 |
Note_15_Guarantees_and_Conting1
Note 15 - Guarantees and Contingencies (Details) (USD $) | 3 Months Ended | 36 Months Ended | 48 Months Ended | 135 Months Ended | |||
Mar. 31, 2014 | Dec. 31, 2010 | Dec. 31, 2007 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | |
Coverage Amount per Incident [Member] | Coverage Amount per Location [Member] | ||||||
Note 15 - Guarantees and Contingencies (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Self Insurance Reserve | $112,304,000 | ' | ' | ' | $110,557,000 | ' | ' |
Direct Business Coverage Statutory Limits | 1,000,000 | ' | ' | ' | ' | ' | ' |
Malpractice Loss Contingency, Number of Claims | 33 | ' | ' | ' | ' | ' | ' |
Primary Insurance Coverage Amount Per Incident | ' | ' | ' | ' | ' | 1,000,000 | ' |
Primary Insurance Coverage Amount Per Location | ' | ' | ' | ' | ' | ' | 3,000,000 |
Annual Excess Coverage | ' | $9,000,000 | $7,500,000 | $4,000,000 | ' | ' | ' |