Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 12, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | NATIONAL HEALTHCARE CORP | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Common Stock, Shares Outstanding | 14,110,859 | ||
Entity Public Float | $435,000,000 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1047335 | ||
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-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Net patient revenues | $829,287 | $735,837 | $705,386 |
Other revenues | 42,396 | 53,120 | 55,616 |
Net operating revenues | 871,683 | 788,957 | 761,002 |
Costs and Expenses: | |||
Salaries, wages and benefits | 510,249 | 453,560 | 426,934 |
Other operating | 217,143 | 194,989 | 196,230 |
Facility rent | 39,731 | 39,449 | 39,355 |
Depreciation and amortization | 34,384 | 28,547 | 29,792 |
Interest | 2,165 | 331 | 455 |
Total costs and expenses | 803,672 | 716,876 | 692,766 |
Income Before Non-Operating Income | 68,011 | 72,081 | 68,236 |
Non-Operating Income | 17,182 | 30,095 | 25,245 |
Income Before Income Taxes | 85,193 | 102,176 | 93,481 |
Income Tax Provision | -31,824 | -37,563 | -34,181 |
Net Income | 53,369 | 64,613 | 59,300 |
Dividends to Preferred Stockholders | -8,670 | -8,671 | -8,671 |
Net Income Available to Common Stockholders | $44,699 | $55,942 | $50,629 |
Earnings Per Common Share: | |||
Basic (in Dollars per share) | $3.24 | $4.05 | $3.65 |
Diluted (in Dollars per share) | $3.14 | $3.87 | $3.57 |
Weighted Average Common Shares Outstanding: | |||
Basic (in Shares) | 13,816,095 | 13,829,626 | 13,852,709 |
Diluted (in Shares) | 14,222,133 | 16,698,803 | 16,598,816 |
Dividends Declared Per Common Share (in Dollars per share) | $1.34 | $1.26 | $2.20 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net Income | $53,369 | $64,613 | $59,300 |
Other Comprehensive Income (Loss): | |||
Unrealized gains (losses) on investments in marketable securities | 30,416 | -7,211 | 24,739 |
Reclassification adjustment for realized gains on sale of securities | -379 | -39 | -1,640 |
Income tax (expense) benefit related to items of other comprehensive income (loss) | -11,614 | 2,627 | -8,993 |
Other comprehensive income (loss), net of tax | 18,423 | -4,623 | 14,106 |
Comprehensive Income | $71,792 | $59,990 | $73,406 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ||
Cash and cash equivalents | $69,767 | $81,705 |
Restricted cash and cash equivalents | 7,020 | 10,298 |
Marketable securities | 132,535 | 105,009 |
Restricted marketable securities | 19,805 | 14,027 |
Accounts receivable, less allowance for doubtful accounts of $5,738 and $4,972, respectively | 78,843 | 79,856 |
Inventories | 7,127 | 7,146 |
Prepaid expenses and other assets | 2,260 | 1,208 |
Notes receivable, current portion | 441 | 417 |
Federal income tax receivable | 4,727 | |
Total current assets | 322,525 | 299,666 |
Property and Equipment: | ||
Property and equipment, at cost | 821,792 | 734,682 |
Accumulated depreciation and amortization | -307,048 | -277,884 |
Net property and equipment | 514,744 | 456,798 |
Other Assets: | ||
Restricted cash and cash equivalents | 3,631 | 3,631 |
Restricted marketable securities | 138,468 | 127,976 |
Deposits and other assets | 8,791 | 6,808 |
Goodwill | 17,600 | 17,600 |
Notes receivable, less current portion | 12,548 | 14,961 |
Deferred income taxes | 18,700 | 18,164 |
Investments in limited liability companies | 37,116 | 38,754 |
Total other assets | 236,854 | 227,894 |
Total assets | 1,074,123 | 984,358 |
Current Liabilities: | ||
Trade accounts payable | 15,877 | 13,050 |
Capital lease obligations, current portion | 3,088 | |
Accrued payroll | 59,859 | 63,462 |
Amounts due to third party payors | 22,931 | 21,619 |
Accrued risk reserves, current portion | 26,825 | 24,325 |
Deferred income taxes | 35,506 | 24,790 |
Other current liabilities | 12,472 | 13,784 |
Dividends payable | 7,000 | 6,730 |
Total current liabilities | 183,558 | 167,760 |
Long-term debt | 10,000 | 10,000 |
Capital lease obligations, less current portion | 33,508 | |
Accrued risk reserves, less current portion | 79,393 | 86,232 |
Refundable entrance fees | 10,219 | 10,720 |
Obligation to provide future services | 3,927 | 3,689 |
Other noncurrent liabilities | 16,011 | 14,525 |
Deferred revenue | 3,359 | 3,320 |
Stockholders' Equity: | ||
Series A convertible preferred stock; $.01 par value; 25,000,000 shares authorized; 10,836,659 and 10,837,665 shares, respectively, issued and outstanding; stated at liquidation value of $15.75 per share | 170,494 | 170,510 |
Common stock, $.01 par value; 30,000,000 shares authorized; 14,110,859 and 14,078,028 shares, respectively, issued and outstanding | 140 | 140 |
Capital in excess of par value | 154,965 | 153,061 |
Retained earnings | 343,941 | 318,216 |
Accumulated other comprehensive income | 64,608 | 46,185 |
Total stockholders’ equity | 734,148 | 688,112 |
Total liabilities and stockholders’ equity | $1,074,123 | $984,358 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts (in Dollars) | $5,738 | $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 | 10,836,659 | 10,837,665 |
Series A Convertible Preferred Stock; shares outstanding | 10,836,659 | 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 | 14,110,859 | 14,078,028 |
Common stock, shares outstanding | 14,110,859 | 14,078,028 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Cash Flows From Operating Activities: | |||
Net income | $53,369,000 | $64,613,000 | $59,300,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 34,384,000 | 28,547,000 | 29,792,000 |
Provision for doubtful accounts | 6,228,000 | 5,226,000 | 2,455,000 |
Equity in earnings of unconsolidated investments | -6,675,000 | -14,188,000 | -13,616,000 |
Distributions from unconsolidated investments | 10,288,000 | 15,473,000 | 6,317,000 |
Gains on sale of marketable securities | -379,000 | -39,000 | -1,640,000 |
Gain on recovery of notes receivable | -5,454,000 | ||
Deferred income taxes | -1,434,000 | -2,404,000 | 1,416,000 |
Stock-based compensation | 2,021,000 | 2,298,000 | 2,366,000 |
Changes in operating assets and liabilities, net of the effect of acquisitions: | |||
Restricted cash and cash equivalents | -6,245,000 | -10,405,000 | -7,636,000 |
Accounts receivable | -5,215,000 | -13,778,000 | -7,263,000 |
Income tax receivable | -4,727,000 | 5,933,000 | 537,000 |
Inventories | 19,000 | -486,000 | 759,000 |
Prepaid expenses and other assets | -2,587,000 | -76,000 | -77,000 |
Trade accounts payable | 2,827,000 | 2,495,000 | 831,000 |
Accrued payroll | -3,603,000 | 26,219,000 | -16,418,000 |
Amounts due to third party payors | 1,312,000 | 2,352,000 | 481,000 |
Other current liabilities and accrued risk reserves | -5,652,000 | -6,401,000 | 11,675,000 |
Obligation to provide future services | 238,000 | 1,898,000 | -2,461,000 |
Other noncurrent liabilities | 1,486,000 | 635,000 | -2,354,000 |
Deferred revenue | 39,000 | -110,000 | -91,000 |
Net cash provided by operating activities | 75,694,000 | 102,348,000 | 64,373,000 |
Cash Flows From Investing Activities: | |||
Additions to property and equipment | -53,298,000 | -43,438,000 | -22,003,000 |
Investments in unconsolidated limited liability companies | -1,975,000 | ||
Acquisition of real estate of six skilled nursing facilities | -21,000,000 | ||
Acquisition of non-controlling interest | -768,000 | -7,500,000 | |
Investments in notes receivable | -767,000 | -600,000 | |
Collections of notes receivable | 3,156,000 | 11,865,000 | 1,260,000 |
Decrease in restricted cash and cash equivalents | 9,523,000 | 8,039,000 | 46,660,000 |
Purchases of marketable securities | -62,165,000 | -93,155,000 | -111,691,000 |
Sale of marketable securities | 48,786,000 | 81,389,000 | 62,649,000 |
Net cash used in investing activities | -57,508,000 | -56,300,000 | -31,225,000 |
Cash Flows From Financing Activities: | |||
Tax benefit (expense) from stock-based compensation | 201,000 | -225,000 | -267,000 |
Principal payments under capital lease obligations | -2,436,000 | ||
Dividends paid to preferred stockholders | -8,670,000 | -8,671,000 | -8,671,000 |
Dividends paid to common stockholders | -18,704,000 | -17,469,000 | -30,849,000 |
Issuance of common shares | 7,429,000 | 991,000 | 13,412,000 |
Repurchase of common shares | -6,995,000 | -4,700,000 | |
Entrance fee deposits (refunds) | -501,000 | 40,000 | -1,310,000 |
(Increase) decrease in deposits | -448,000 | -1,010,000 | 230,000 |
Net cash used in financing activities | -30,124,000 | -31,044,000 | -27,455,000 |
Net Increase (Decrease) in Cash and Cash Equivalents | -11,938,000 | 15,004,000 | 5,693,000 |
Cash and Cash Equivalents, Beginning of Period | 81,705,000 | 66,701,000 | 61,008,000 |
Cash and Cash Equivalents, End of Period | 69,767,000 | 81,705,000 | 66,701,000 |
Supplemental Information: | |||
Cash payments for interest | 2,242,000 | 497,000 | 383,000 |
Cash payments for income taxes | 36,642,000 | 34,273,000 | 34,142,000 |
Non-cash financing and investing activities include: | |||
Buildings, personal property, and obligations recorded under capital lease agreements | 39,032,000 | ||
NHC assigned the assets and liabilities of eight Solaris Hospice programs to Caris in exchange for an additional limited partnership interest. | |||
Current assets assigned | 1,862,000 | ||
Property and equipment assigned | 303,000 | ||
Current liabilities assigned | -799,000 | ||
Goodwill | 2,945,000 | ||
Investment in limited liability company | ($4,311,000) |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders’ Equity (USD $) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Employee Stock Option [Member] | Total |
Employee Stock Option [Member] | ||||||||
Balance at Dec. 31, 2011 | $170,515,000 | $138,000 | $139,183,000 | $260,331,000 | $36,702,000 | $606,869,000 | ||
Balance (in Shares) at Dec. 31, 2011 | 10,838,490 | 13,862,738 | ||||||
Net income | 59,300,000 | 59,300,000 | ||||||
Other comprehensive income | 14,106,000 | 14,106,000 | ||||||
Stock-based compensation | 2,366,000 | 2,366,000 | ||||||
Tax expense (benefit) from exercise of stock options | -267,000 | -267,000 | ||||||
Shares sold – options exercised | 3,000 | 13,409,000 | 13,412,000 | |||||
Shares sold – options exercised (in Shares) | 295,371 | 295,371 | ||||||
Shares issued in conversion of preferred stock to common stock | -1,000 | 1,000 | ||||||
Shares issued in conversion of preferred stock to common stock (in Shares) | -78 | 18 | ||||||
Dividends declared to preferred stockholders | -8,671,000 | -8,671,000 | ||||||
Dividends declared to common stockholders | -30,967,000 | -30,967,000 | ||||||
Balance at Dec. 31, 2012 | 170,514,000 | 141,000 | 154,692,000 | 279,993,000 | 50,808,000 | 656,148,000 | ||
Balance (in Shares) at Dec. 31, 2012 | 10,838,412 | 14,158,127 | ||||||
Net income | 64,613,000 | 64,613,000 | ||||||
Other comprehensive income | -4,623,000 | -4,623,000 | ||||||
Stock-based compensation | 2,298,000 | 2,298,000 | ||||||
Tax expense (benefit) from exercise of stock options | -225,000 | -225,000 | ||||||
Shares sold – options exercised | 991,000 | 991,000 | ||||||
Shares sold – options exercised (in Shares) | 19,722 | 19,722 | ||||||
Repurchase of common stock | -1,000 | -4,699,000 | -4,700,000 | |||||
Repurchase of common stock (in Shares) | -100,000 | |||||||
Shares issued in conversion of preferred stock to common stock | -4,000 | 4,000 | ||||||
Shares issued in conversion of preferred stock to common stock (in Shares) | -747 | 179 | ||||||
Dividends declared to preferred stockholders | -8,671,000 | -8,671,000 | ||||||
Dividends declared to common stockholders | -17,719,000 | -17,719,000 | ||||||
Balance at Dec. 31, 2013 | 170,510,000 | 140,000 | 153,061,000 | 318,216,000 | 46,185,000 | 688,112,000 | ||
Balance (in Shares) at Dec. 31, 2013 | 10,837,665 | 14,078,028 | ||||||
Net income | 53,369,000 | 53,369,000 | ||||||
Other comprehensive income | 18,423,000 | 18,423,000 | ||||||
Stock-based compensation | 2,021,000 | 2,021,000 | ||||||
Tax expense (benefit) from exercise of stock options | 201,000 | 201,000 | 201,000 | |||||
Shares sold – options exercised | 1,000 | 7,428,000 | 7,429,000 | |||||
Shares sold – options exercised (in Shares) | 157,590 | 157,590 | ||||||
Repurchase of common stock | -1,000 | -6,994,000 | -6,995,000 | |||||
Repurchase of common stock (in Shares) | -125,000 | |||||||
Shares issued in conversion of preferred stock to common stock | -16,000 | 16,000 | ||||||
Shares issued in conversion of preferred stock to common stock (in Shares) | -1,006 | 241 | ||||||
Acquisition of noncontrolling interest | -768,000 | -768,000 | ||||||
Dividends declared to preferred stockholders | -8,670,000 | -8,670,000 | ||||||
Dividends declared to common stockholders | -18,974,000 | -18,974,000 | ||||||
Balance at Dec. 31, 2014 | $170,494,000 | $140,000 | $154,965,000 | $343,941,000 | $64,608,000 | $734,148,000 | ||
Balance (in Shares) at Dec. 31, 2014 | 10,836,659 | 14,110,859 |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders’ Equity (Parentheticals) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Dividends declared to common stockholders per share | $1.34 | $1.26 | $2.20 |
Preferred Stock [Member] | |||
Dividends declared to preferred stockholders per share | $0.80 | $0.80 | $0.80 |
Common Stock [Member] | |||
Dividends declared to common stockholders per share | $1.34 | $1.26 | $2.20 |
Note_1_Summary_of_Significant_
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Significant Accounting Policies [Text Block] | Note 1 - Summary of Significant Accounting Policies | ||||||||||||
Nature of Operations | |||||||||||||
National HealthCare Corporation ("NHC" or "the Company") operates, manages or provides services to skilled nursing facilities and associated assisted living centers, retirement centers and home health care programs located in 10 Southeastern, Northeastern and Midwestern states in the United States. The most significant part of our business relates to skilled and intermediate nursing care in which setting we provide assisted living and retirement services, rehabilitative therapy services, and home health care. We also have a non-controlling ownership interest in a hospice care business that services NHC owned health care centers and others. The health care environment has continually undergone changes with regard to Federal and state reimbursement programs and other payor sources, compliance regulations, competition among other health care providers and patient care litigation issues. We continually monitor these industry developments as well as other factors that affect our business. | |||||||||||||
Principles of Consolidation and Basis of Presentation | |||||||||||||
The consolidated financial statements which are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) include our wholly owned and controlled subsidiaries and affiliates. Variable interest entities (“VIEs”) in which we have an interest have been consolidated when we have been identified as the primary beneficiary. Investments in ventures in which we have the ability to exercise significant influence but do not have control over are accounted for using the equity method. Equity method investments are initially recorded at cost and subsequently are adjusted for our share of the venture’s earnings or losses and cash distributions. Our most significant equity method investment is a 75.1% non-controlling ownership interest in Caris Healthcare, LP (“Caris”), a business that specializes in hospice care services. Investments in entities in which we lack the ability to exercise significant influence are included in the consolidated financial statements at cost unless there has been a decline in the market value of our investment that is deemed to be other than temporary. All material intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||
During the second quarter of 2014, the Company revised the presentation of its accrued risk reserves to present only the amount expected to be settled within the next twelve month period as a current liability. Previously, the Company had presented the entire accrued risk reserve balance as a current liability. The Company also recorded a related reclassification to its restricted cash and cash equivalents and restricted marketable securities to reflect its previous and continued expectation to use these assets held by its wholly-owned limited purpose insurance companies to settle the accrued risk reserves. The impact of these adjustments also resulted in an impact on the classification of our deferred tax balances. Accordingly, the Company's accompanying consolidated balance sheet as of December 31, 2013 has been adjusted to reflect these reclassifications. The table below presents the affected balance sheet line items, the respective previously-reported balances, the reclassification amount and the adjusted balances as of December 31, 2013 (in thousands). The reclassifications were not material to the financial conditions, results of operations or liquidity for any periods presented. | |||||||||||||
Previously Reported Balance | Reclassification Amount | As-Adjusted Balance | |||||||||||
Restricted cash and cash equivalents (current assets section) | $ | 13,929 | $ | (3,631 | ) | $ | 10,298 | ||||||
Restricted cash and cash equivalents (other assets section) | - | 3,631 | 3,631 | ||||||||||
Restricted marketable securities (current assets section) | 142,003 | (127,976 | ) | 14,027 | |||||||||
Restricted marketable securities (other assets section) | - | 127,976 | 127,976 | ||||||||||
Accounts receivable (current assets section) | 85,511 | (5,655 | ) | 79,856 | |||||||||
Deposits and other assets (other assets section) | 1,153 | 5,655 | 6,808 | ||||||||||
Accrued risk reserves (current liability section) | 110,557 | (86,232 | ) | 24,325 | |||||||||
Accrued risk reserves (non-current liability section) | - | 86,232 | 86,232 | ||||||||||
Deferred income taxes (other assets section) | 14,531 | 3,633 | 18,164 | ||||||||||
Deferred income taxes (current liabilities section) | 21,157 | 3,633 | 24,790 | ||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management 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. | |||||||||||||
Net Patient Revenues and Accounts Receivable | |||||||||||||
Revenues are derived from services rendered to patients for skilled and intermediate nursing, rehabilitation therapy, hospice, assisted living and retirement and home health care services. | |||||||||||||
Revenues are recorded when services are provided based on established rates adjusted to amounts expected to be received under governmental programs and other third-party contractual arrangements based on contractual terms. These revenues and receivables are stated at amounts estimated by management to be at their net realizable value. | |||||||||||||
For private pay patients in skilled nursing, assisted living and independent living facilities, the Company bills one month in advance for room and board charges, with the remittance being due on receipt of the statement and generally by the 10th day of the month the services are performed. A portion of the episodic Medicare payments for home health services are also received in advance of the services being rendered. All advance billings are initially deferred and then are recognized as revenue when the services are performed. | |||||||||||||
We receive payments from the Medicare program under a prospective payment system ("PPS"). For skilled nursing services, Medicare pays a fixed fee per Medicare patient per day, based on the acuity level of the patient, to cover all post-hospital extended care routine service costs, ancillary costs and capital related costs. | |||||||||||||
Medicaid program payments for long-term care services are generally based on fixed per diem rates subject to program cost ceilings. | |||||||||||||
For homecare services, Medicare pays based on the acuity level of the patient and based on episodes of care. An episode of care is defined as a length of care up to 60 days with multiple continuous episodes allowed. The services covered by the episode payment include all disciplines of care, in addition to medical supplies, within the scope of the home health benefit. We are allowed to make a request for anticipated payment at the start of care equal to 60% of the expected payment for the initial episode. The remaining balance due is paid following the submission of the final claim at the end of the episode. Revenues are recognized when services are provided based on the number of days of service rendered in the episode. Deferred revenue is recorded for payments received for which the related services have not yet been provided. | |||||||||||||
Laws and regulations governing the Medicare and Medicaid programs are complex and subject to interpretation. Noncompliance with such laws and regulations can be subject to regulatory actions including fines, penalties, and exclusion from the Medicare and Medicaid programs. We believe that we are in compliance with all applicable laws and regulations. | |||||||||||||
Medicare program revenues, as well as certain Medicaid program revenues, are subject to audit and retroactive adjustment by government representatives. The Medicare PPS methodology requires that patients be assigned to Resource Utilization Groups ("RUGs") based on the acuity level of the patient to determine the amount paid to us for patient services. The assignment of patients to the various RUG categories is subject to post-payment review by Medicare intermediaries or their agents. In our opinion, adequate provision has been made for any adjustments that may result from these reviews. Retroactive adjustments are estimated in the recording of revenues in the period the related services are rendered. 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 believe currently that any differences between the net revenues recorded and final determination will not materially affect the consolidated financial statements. We have made provisions of approximately $22,931,000 and $21,619,000 as of December 31, 2014 and 2013, respectively, for various Medicare and Medicaid current and prior year cost reports and claims reviews. | |||||||||||||
Approximately 65% of our net patient revenues are derived from participation in Medicare and Medicaid programs and other government programs. | |||||||||||||
Other Revenues | |||||||||||||
As discussed in Note 3 other revenues include revenues from the provision of insurance services, management and accounting services to other long-term care providers, and rental income. Our insurance revenues consist of premiums that are generally paid in advance and then amortized into income as earned over the related policy period. We charge for management services based on a percentage of net revenues. We charge for accounting services based on a monthly fee or a fixed fee per bed of the long-term care center under contract. We generally record other revenues on the accrual basis based on the terms of our contractual arrangements. However, with respect to management and accounting services revenue from certain long-term care providers, including but not limited to National Health Corporation ("National") as discussed in Note 3, where collection is not reasonably assured based on insufficient historical collections and the lack of expected future collections, our policy is to recognize income only in the period in which collection is assured and the amounts at question are believed by management to be fixed and determined. | |||||||||||||
Certain management contracts, including, but not limited to contracts with National, subordinate the payment of management fees earned under those contracts to other expenditures of the long-term care center and to the availability of cash provided by the facility’s operations. Revenues from management services provided to the facilities that generate insufficient cash flow to pay the management fee, as prioritized under the contractual arrangement, are not recognized until such time as the amount of revenue earned is fixed or determinable and collectability is reasonably assured. This recognition policy could cause our reported revenues and net income from management services to vary significantly from period to period. | |||||||||||||
We recognize rental income based on the terms of our operating leases. Under certain of our leases, we receive contingent rent, which is based on the increase in revenues of a lessee over a base year. We recognize contingent rent annually or monthly, as applicable, when, based on the actual revenue of the lessee, receipt of such income is assured. We identify leased real estate properties as nonperforming if a required payment is not received within 30 days of the date it is due. Our policy related to rental income on non-performing leased real estate properties is to recognize rental income in the period when the income is received. | |||||||||||||
Provision for Doubtful Accounts | |||||||||||||
We evaluate the collectability of our accounts receivable based on factors such as payor type, historical collection trends and aging categories. We review these factors and determine an estimated provision for doubtful accounts. Historically, bad debts have resulted primarily from uncollectible private balances or from uncollectible coinsurance and deductibles. Receivables that are deemed to be uncollectible are written off against the allowance. The allowance for doubtful accounts balance is assessed on a quarterly basis, with changes in estimated losses being recorded in the consolidated statements of income in the period first identified. | |||||||||||||
The Company includes provisions for doubtful accounts in operating expenses in its consolidated statements of income. The provisions for doubtful accounts were $6,228,000, $5,226,000, and $2,455,000 for 2014, 2013 and 2012, respectively. | |||||||||||||
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, professional insurance and licensing fees. The primary facility costs include utilities and property insurance. | |||||||||||||
General and Administrative Costs | |||||||||||||
With the Company being a healthcare provider, the majority of our expenses are "cost of revenue" items. Costs that could be classified as "general and administrative" by the Company would include its corporate office costs, which were $36.2 million, $40.9 million, and $39.3 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||
Cash and Cash Equivalents | |||||||||||||
Cash equivalents include highly liquid investments with an original maturity of three months or less when purchased. | |||||||||||||
Restricted Cash and Cash Equivalents and Restricted Marketable Securities | |||||||||||||
Restricted cash and cash equivalents and restricted marketable securities primarily represent assets that are held by our wholly-owned limited purpose insurance companies for workers' compensation and professional liability claims. | |||||||||||||
Investments in Marketable Securities and Restricted Marketable Securities | |||||||||||||
Our investments in marketable securities and restricted marketable securities include available for sale securities, which are recorded at fair value. Unrealized gains and losses on available for sale securities that are deemed temporary are recorded as a separate component of stockholders’ equity. If any adjustment to fair value reflects a significant decline in the value of the security, we consider all available evidence to evaluate the extent to which the decline is "other than temporary". Credit losses are identified when we do not expect to receive cash flows sufficient to recover the amortized cost basis of a security. In the event of a credit loss, only the amount associated with the credit loss is recognized in earnings, with the amount of loss relating to other factors recorded as a separate component of stockholders’ equity. | |||||||||||||
Inventories | |||||||||||||
Inventories consist generally of food and supplies and are valued at the lower of cost or market, with cost determined on a first-in, first-out (FIFO) basis. | |||||||||||||
Mortgage and Other Notes Receivable | |||||||||||||
In accordance with Accounting Standards Codification ("ASC") Topic 310, Receivables, NHC evaluates the carrying values of its mortgage and other notes receivable on an instrument by instrument basis. On a quarterly basis, NHC reviews its notes receivable for recoverability when events or circumstances, including the non-receipt of contractual principal and interest payments, significant deteriorations of the financial condition of the borrower and significant adverse changes in general economic conditions, indicate that the carrying amount of the note receivable may not be recoverable. If necessary, impairment is measured as the amount by which the carrying amount exceeds the discounted cash flows expected to be received under the note receivable or, if foreclosure is probable, the fair value of the collateral securing the note receivable. | |||||||||||||
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. | |||||||||||||
Expenditures for repairs and maintenance are charged against income as incurred. Betterments, which significantly extend the useful life, are capitalized. We remove the costs and related allowances for accumulated depreciation or amortization from the accounts for properties sold or retired, and any resulting gains or losses are included in income. | |||||||||||||
In accordance with ASC Topic 360, Property, Plant, and Equipment, we evaluate the recoverability of the carrying values of our properties on a property by property basis. We review our properties for recoverability when events or circumstances, including significant physical changes in the property, significant adverse changes in general economic conditions, and significant deteriorations of the underlying cash flows of the property, indicate that the carrying amount of the property may not be recoverable. The need to recognize impairment is based on estimated future undiscounted cash flows from a property over the remaining useful life compared to the carrying value of that property. If recognition of impairment is necessary, it is measured as the amount by which the carrying amount of the property exceeds the estimated fair value of the property. | |||||||||||||
Goodwill | |||||||||||||
The Company accounts for goodwill under ASC Topic 350, Intangibles - Goodwill and Other. Under the provisions of this guidance, goodwill and intangible assets with indefinite useful lives are not amortized but are subject to impairment tests based on their estimated fair value. Unamortized goodwill is continually reviewed for impairment in accordance with ASC. The Company performs its annual impairment assessment on the first day of the fourth quarter. | |||||||||||||
Accrued Risk Reserves | |||||||||||||
We are principally self-insured for risks related to employee health insurance and utilize wholly-owned limited purpose insurance companies for workers’ compensation and professional liability claims. Accrued risk reserves primarily represent the accrual for risks associated with employee health insurance, workers’ compensation and professional liability claims. The accrued risk reserves include a liability for unpaid reported claims and estimates for incurred but unreported claims. Our policy with respect to a significant portion of our workers’ compensation and professional and general liability claims is to use an actuary to estimate our exposure for claims obligation (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, with changes in estimated losses being recorded in the consolidated statements of income in the period first identified. | |||||||||||||
Other Current Liabilities | |||||||||||||
Other current liabilities primarily represent accruals for current federal and state income taxes, real estate taxes and other current liabilities. | |||||||||||||
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 December 31, 2014 and December 31, 2013 were $10,219,000 and $10,720,000, respectively. | |||||||||||||
Obligation to Provide Future Services | |||||||||||||
We annually estimate the present value of the net cost of future services and the use of facilities to be provided to the current CCRC residents and compare 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. At December 31, 2014 and 2013, we have recorded a future service obligation in the amounts of $3,927,000 and $3,689,000, respectively. | |||||||||||||
Other Noncurrent Liabilities | |||||||||||||
Other noncurrent liabilities include reserves primarily related to various uncertain income tax positions (see Note 12). | |||||||||||||
Deferred Revenue | |||||||||||||
Deferred revenue includes the deferred gain on the sale of assets to National (as discussed in Note 2) and entrance fees that have been and are currently being received upon reservation and occupancy in the independent living centers we operate. The non-refundable portion (10%) of the entrance fee is included in deferred revenue and is being recognized over the remaining life expectancies of the residents. | |||||||||||||
Income Taxes | |||||||||||||
We utilize ASC Topic 740, Income Taxes, which requires an asset and liability approach for financial accounting and reporting for income taxes. Under this guidance, deferred tax assets and liabilities are determined based upon differences between financial reporting and tax basis of assets and liabilities and are measured using the enacted tax laws that will be in effect when the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. See Note 12 for further discussion of our accounting for income taxes. | |||||||||||||
Also under ASC Topic 740, Income Taxes, tax positions are evaluated for recognition using a more-likely-than-not threshold, and those tax positions requiring recognition are measured at the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. Liabilities for income tax matters include amounts for income taxes, applicable penalties, and interest thereon and are the result of the potential alternative interpretations of tax laws and the judgmental nature of the timing of recognition of taxable income. | |||||||||||||
Stock-Based Compensation | |||||||||||||
Stock-based awards granted include stock options, restricted stock units, and stock purchased under our employee stock purchase plan. Stock-based compensation cost is measured at the grant date, based on the fair value of the awards, and is recognized as expense over the requisite service period only for those equity awards expected to vest. | |||||||||||||
The fair value of the restricted stock units is determined based on the stock price on the date of grant. We estimated the fair value of stock options and stock purchased under our employee stock purchase plan using the Black-Scholes model. This model utilizes the estimated fair value of common stock and requires that, at the date of grant, we use the expected term of the grant, the expected volatility of the price of our common stock, risk-free interest rates and expected dividend yield of our common stock. The fair value is amortized on a straight-line basis over the requisite service periods of the awards. | |||||||||||||
Concentration of Credit Risks | |||||||||||||
Our credit risks primarily relate to cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, marketable securities, restricted marketable securities and notes receivable. Cash and cash equivalents are primarily held in bank accounts and overnight investments. Restricted cash and cash equivalents is primarily invested in commercial paper and certificates of deposit with financial institutions and other interest bearing accounts. Accounts receivable consist primarily of amounts due from patients (funded through Medicare, Medicaid, other contractual programs and through private payors) and from other health care companies for management, accounting and other services. We perform continual credit evaluations of our clients and maintain allowances for doubtful accounts on these accounts receivable. Marketable securities and restricted marketable securities are held primarily in accounts with brokerage institutions. Notes receivable relate primarily to secured loans with health care facilities (recorded as notes receivable in the consolidated balance sheets) as discussed in Note 10. | |||||||||||||
At any point in time we have funds in our operating accounts and restricted cash accounts that are with third party financial institutions. These balances in the U.S. may exceed the Federal Deposit Insurance Corporation (FDIC) insurance limits. While we monitor the cash balances in our operating accounts, these cash and restricted cash balances could be impacted if the underlying financial institutions fail or could be subject to other adverse conditions in the financial markets. | |||||||||||||
Our financial instruments, principally our notes receivable, are subject to the possibility of loss of the carrying values as a result of the failure of other parties to perform according to their contractual obligations. We obtain various collateral and other protective rights, and continually monitor these rights in order to reduce such possibilities of loss. We evaluate the need to provide reserves for potential losses on our financial instruments based on management's periodic review of the portfolio on an instrument by instrument basis. See Note 10 for additional information on the notes receivable. | |||||||||||||
Comprehensive Income | |||||||||||||
ASC Topic 220, Comprehensive Income, requires that changes in the amounts of certain items, including unrealized gains and losses on marketable securities, be shown in the consolidated financial statements as comprehensive income. We report comprehensive income in the consolidated statements of comprehensive income and also in the consolidated statements of stockholders’ equity. | |||||||||||||
Segment Disclosures | |||||||||||||
ASC Topic 280, Segment Reporting, establishes standards for the way that public business enterprises report information about operating segments in annual and interim financial reports issued to stockholders. Management believes that substantially all of our operations are part of the long-term health care industry segment. See Note 3 for a detail of other revenues provided within the long-term health care industry segment. Information about the costs and expenses associated with each of the components of other revenues is not separately identifiable. | |||||||||||||
New Accounting Pronouncements | |||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 “Revenue from Contracts with Customers”. This update is the result of a collaborative effort by the FASB and the International Accounting Standards Board to simplify revenue recognition guidance, remove inconsistencies in the application of revenue recognition, and to improve comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. The FASB is amending the Accounting Standards Codification and creating a new Topic 606, “Revenue from Contracts with Customers”. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For a public entity, the amendments in this update are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The Company is currently evaluating the impact of this guidance on our consolidated financial statements and control framework. | |||||||||||||
In April 2014, the FASB issued ASU 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. | |||||||||||||
Reclassifications | |||||||||||||
Certain prior period amounts have been reclassified to conform to the current financial statement presentation, with no effect on the Company’s consolidated financial position, results of operations, or cash flows. |
Note_2_Relationship_with_Natio
Note 2 - Relationship with National Health Corporation | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 2 - Relationship with National Health Corporation |
National Health Corporation ("National"), which is wholly-owned by the National Health Corporation Leveraged Employee Stock Ownership Plan ("ESOP"), was formed in 1986 and is our administrative services affiliate and contractor. As discussed below, all of the personnel conducting our business, including our executive management team, are employees of National and may have ownership interests in National only through their participation as employees in the ESOP. | |
Management Contracts | |
We currently manage five skilled nursing facilities for National under a management contract. We manage the centers for management fees that are comparable to those in the industry. The management contract has been extended until January 1, 2018. See Note 3 for additional information regarding management services fees recognized from National. | |
Financing Activities | |
During 1991, we borrowed $10,000,000 from National. The term note payable currently requires quarterly interest payments at the prime rate minus .85 percent. The entire principal is due at maturity in 2018. | |
In conjunction with our management contract, we have entered into a line of credit arrangement whereby we may have amounts due from National from time to time. The maximum loan commitment under the line of credit is $2,000,000. The interest rate on the line of credit is prime plus one percent and the final maturity is January 20, 2018. At December 31, 2014, National did not have an outstanding balance on the line of credit. | |
The maximum line of credit commitment amount of $2,000,000 is also the amount of a deferred gain that has been outstanding since NHC sold certain assets to National in 1988. The amount of the deferred gain is expected to remain deferred until the management contract with National expires, currently scheduled in January 2018. The deferred gain is included in deferred revenue in the consolidated balance sheets. | |
Payroll and Related Services | |
The personnel conducting our business, including our executive management team, are employees of National and may have ownership interests in National only through their participation in the ESOP. National provides payroll services to NHC, provides employee fringe benefits, and maintains certain liability insurance. We pay to National all the costs of personnel employed for our benefit, as well as an administrative fee equal to 1% of payroll costs. Such costs of personnel totaling approximately $510,249,000, $453,560,000, and $426,934,000, for 2014, 2013 and 2012 respectively, are reflected as salaries, wages and benefits in the accompanying consolidated statements of income. The administrative fee paid to National for 2014, 2013, and 2012 was $4,395,000, $3,693,000, and $3,862,000, respectively. National owes us $2,155,000 and $5,785,000 at December 31, 2014 and 2013, respectively, as a result of the differences between interim payments for payroll and benefits services costs made during the current and previous years and such actual costs. The amounts are included in accounts receivable in the consolidated balance sheets. | |
National’s Ownership of Our Stock | |
At December 31, 2014, National owns 1,046,147 shares (or approximately 7.4%) of our outstanding common stock and 1,271,147 shares (or approximately 11.7%) of our outstanding preferred stock. | |
Consolidation Considerations | |
Because of the contractual and management relationships between NHC and National as described in this note above, we have considered whether National should be consolidated by NHC under the guidance provided in ASC Topic 810, Consolidation. We do not consolidate National because (1) NHC does not have any obligation or rights (current or future) to absorb losses or to receive benefits from National. The ESOP participants bear the current and future financial gain or burden of National, (2) National’s equity at risk is sufficient to finance its activities without past or future subordinated support from NHC or other parties, and (3) the equity holders of National (that is collectively the ESOP, its trustees, and the ESOP participants) possess the characteristics of a controlling financial interest, including voting rights that are proportional to their economic interests. Supporting the assertions above is the following: (1) substantive independent trustees are appointed for the benefit of the ESOP participants when decisions must be made that may create the appearance of a conflict of interest between NHC and the ESOP, and (2) National was designed, formed and is operated for the purpose of creating variability and passing that variability along to the ESOP participants—that is, to provide retirement benefits and value to the employees of NHC and NHC’s affiliates. The contractual and management relationships between NHC and National are with the skilled nursing facilities that are substantially less than 50% of the fair value of the total assets of National. NHC does not have a variable interest in National as a whole. |
Note_3_Other_Revenues
Note 3 - Other Revenues | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Other Revenues [Abstract] | |||||||||||||
Other Revenues [Text Block] | Note 3 - Other Revenues | ||||||||||||
Other revenues are outlined in the table below. Revenues from insurance services include premiums for workers’ compensation and professional liability insurance policies that our wholly-owned limited purpose insurance subsidiaries have written for certain skilled nursing facilities to which we provide management or accounting services. Revenues from management and accounting services include management and accounting fees provided to managed and other skilled nursing facilities. Revenues from rental income include health care real estate properties owned by us and leased to third party operators. Other revenues include miscellaneous health care related earnings. | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Insurance services | $ | 7,215 | $ | 15,143 | $ | 15,671 | |||||||
Management and accounting service fees | 15,184 | 18,160 | 20,042 | ||||||||||
Rental income | 19,123 | 19,132 | 19,314 | ||||||||||
Other | 874 | 685 | 589 | ||||||||||
$ | 42,396 | $ | 53,120 | $ | 55,616 | ||||||||
Management Fees from National | |||||||||||||
We have managed skilled nursing facilities for National since 1988, and we currently manage five centers. See Note 2 regarding our relationship with National. | |||||||||||||
During 2014, 2013 and 2012, National paid and we recognized approximately $3,544,000, $3,491,000, and $3,397,000, respectively, of management fees and interest on management fees, which amounts are included in management and accounting service fees. Unrecognized and unpaid management fees and interest on management fees from National total $21,338,000, $21,349,000, and $21,333,000 at December 31, 2014, 2013 and 2012, respectively. We have recognized approximately $41,165,000 of management fees and interest from these facilities since 1988. | |||||||||||||
The unpaid fees from these five facilities, because the amount collectable could not be reasonably determined when the management services were provided, and because we cannot estimate the timing or amount of expected future collections, 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 skilled nursing facilities. We continue to manage these facilities so that we may be able to collect our fees in the future and because the incremental savings from discontinuing services to a facility 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 centers or 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 and Financial and Accounting Services for Other Healthcare Centers | |||||||||||||
In February 2014, we assumed management of a 147-bed skilled nursing facility located in Des Peres, Missouri. In June 2014, we began managing an 83-unit assisted living facility located in Augusta, Georgia. As of December 31, 2014, we provide management services to six healthcare centers (other than the five National centers) operated by third party owners. For the year ended December 31, 2014, we recognized management fees of $2,205,000 from these centers. For the years ended December 31, 2013 and 2012, we recognized management fees of $4,413,000 and $6,999,000, respectively, from the 21 healthcare centers we managed during these years. The decrease in management services revenues is due to the discontinuation of management services to the non-profit entities SeniorTrust and ElderTrust that occurred in the second and third quarters of 2013. Effective September 1, 2013, we began leasing and operating the former ElderTrust facilities from National Health Investors, Inc. ("NHI"). Effective September 1, 2013 and thereafter, the revenues from these seven facilities have been included in net patient revenues in the consolidated statements of income. | |||||||||||||
Effective October 1, 2014, the Company no longer provides accounting and financial services to seven healthcare facilities. At December 31, 2014, we provided accounting and financial services to 20 healthcare facilities. No management services are provided for entities in which we provide accounting and financial services. | |||||||||||||
Insurance Services | |||||||||||||
For workers’ compensation insurance services, the premium revenues reflected in the consolidated statements of income for the years ended December 31, 2014, 2013 and 2012 were $4,434,000, $7,720,000, and $5,438,000, respectively. For the year ended December 31, 2013, there was a positive insurance settlement reached with one of the states in which we provide workers' compensation insurance in the amount of $2,769,000. Associated losses and expenses are reflected in the interim condensed consolidated statements of income as "Salaries, wages and benefits." | |||||||||||||
For professional liability insurance services, the premium revenues reflected in the consolidated statements of income for the years ended December 31, 2014, 2013 and 2012 were $2,781,000, $3,418,000, and $4,203,000, respectively. 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". | |||||||||||||
Rental Income | |||||||||||||
In 2007, NHC acquired all of the net assets of National Health Realty, Inc., which was a health care real estate investment trust. The properties acquired in the acquisition are the properties that have generated the majority of the rental income for NHC for the years ended December 31, 2014, 2013, and 2012. The health care properties currently owned and leased to third party operators include nine skilled nursing facilities and four assisted living communities. We renewed the rental agreements in 2011 for a five year period, which ends on December 31, 2015. |
Note_4_Nonoperating_Income
Note 4 - Non-operating Income | 12 Months Ended | ||||||||||||
Dec. 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 securities, interest income, and other miscellaneous non-operating income. Our most significant equity method investment is a 75.1% non-controlling ownership interest in Caris, a business that specializes in hospice care services. See Note 16 for additional disclosures regarding Caris. For the year ended December 31, 2013, the gain on the recovery of notes receivable was due to the collection of certain notes receivable. NHC had previously written down these notes due to their deteriorated credit qualities. | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Equity in earnings of unconsolidated investments | $ | 6,675 | $ | 14,188 | $ | 13,616 | |||||||
Dividends and net realized gains on sales of securities | 5,957 | 5,216 | 7,006 | ||||||||||
Interest income | 4,550 | 5,237 | 4,623 | ||||||||||
Gain on the recovery of notes receivable | − | 5,454 | − | ||||||||||
$ | 17,182 | $ | 30,095 | $ | 25,245 | ||||||||
Note_5_Longterm_Leases
Note 5 - Long-term Leases | 12 Months Ended | ||||||||
Dec. 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 for such payments. | |||||||||
Fixed assets recorded under the capital leases, which are included in property and equipment in the consolidated balance sheets, are as follows: | |||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
(in thousands) | |||||||||
Buildings and personal property | $ | 39,032 | $ | − | |||||
Accumulated amortization | (3,271 | ) | − | ||||||
$ | 35,761 | $ | − | ||||||
Operating Leases | |||||||||
At December 31, 2014, we lease from National Health Investors, Inc. ("NHI") the real property of 35 skilled nursing facilities, seven assisted living centers and three independent living centers under two separate lease agreements. As part of the first lease agreement, we sublease four Florida skilled nursing facilities to four separate corporations, none of which we own or control. | |||||||||
On January 1, 2007, a 15-year lease extension began which included three additional five-year renewal options. On December 26, 2012, NHC extended the lease agreement through the first of the three additional five-year renewal options, which extended the lease date through 2026. The two additional five-year renewal options on the lease still remain. Under the terms of the lease, base rent totals $30,750,000 with rent thereafter escalating by 4% of the increase in facility revenue over a 2007 base year. The percentage rent is based on a quarterly calculation of revenue increases and is payable on a quarterly basis. Percentage rent expense for 2014, 2013, and 2012 was approximately $2,334,000, $2,526,000, and $2,591,000, respectively. | |||||||||
On September 1, 2013 and under the second lease agreement, NHC began operating seven skilled nursing facilities in New Hampshire and Massachusetts. The 15 year lease term consists of base rent of $3,450,000 annually with rent escalating by 4% of the increase in facility revenue over a 2014 base year. Additionally, NHC has the option to purchase the seven facilities from NHI in the 13th year of the lease for a purchase price of $49,000,000. | |||||||||
Each lease with NHI is a "triple net lease" under which we are responsible for paying all taxes, utilities, insurance premium costs, repairs and other charges relating to the ownership of the facilities. We are obligated at our expense to maintain adequate insurance on the facilities' assets. | |||||||||
We have a right of first refusal with NHI to purchase any of the properties transferred from us should NHI receive an offer from an unrelated party during the term of the lease or up to 180 days after termination of the related lease. | |||||||||
Base rent expense under both NHI lease agreements totals $34,200,000. | |||||||||
Minimum Lease Payments | |||||||||
The approximate future minimum lease payments required under all leases that have remaining non-cancelable lease terms at December 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 | 245,150 | 21,667 | |||||||
Total minimum lease payments | $ | 416,150 | $ | 47,667 | |||||
Less: Amounts representing interest | (11,071 | ) | |||||||
Present value of minimum lease payments | 36,596 | ||||||||
Less: Current portion | (3,088 | ) | |||||||
Long-term capital lease obligations | $ | 33,508 | |||||||
Note_6_Earnings_Per_Share
Note 6 - Earnings Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share [Text Block] | Note 6 - Earnings Per Share | ||||||||||||
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. | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(dollars in thousands, except share and per share amounts) | |||||||||||||
Basic: | |||||||||||||
Weighted average common shares outstanding | 13,816,095 | 13,829,626 | 13,852,709 | ||||||||||
Net income | $ | 53,369 | $ | 64,613 | $ | 59,300 | |||||||
Dividends to preferred stockholders | 8,670 | 8,671 | 8,671 | ||||||||||
Net income available to common stockholders | $ | 44,699 | $ | 55,942 | $ | 50,629 | |||||||
Earnings per common share, basic | $ | 3.24 | $ | 4.05 | $ | 3.65 | |||||||
Diluted: | |||||||||||||
Weighted average common shares outstanding | 13,816,095 | 13,829,626 | 13,852,709 | ||||||||||
Dilutive effect of stock options | 73,678 | 9,091 | 8,019 | ||||||||||
Dilutive effect of restricted stock | 3,691 | 4,740 | 5,526 | ||||||||||
Dilutive effect of contingent issuable stock | 328,669 | 232,118 | 109,233 | ||||||||||
Convertible preferred stock | − | 2,623,228 | 2,623,329 | ||||||||||
Assumed average common shares outstanding | 14,222,133 | 16,698,803 | 16,598,816 | ||||||||||
Net income available to common stockholders | $ | 44,699 | $ | 55,942 | $ | 50,629 | |||||||
Add dilutive preferred stock dividends for effect of assumed conversion of preferred stock | − | 8,671 | 8,671 | ||||||||||
Net income for diluted earnings per common share | $ | 44,699 | $ | 64,613 | $ | 59,300 | |||||||
Earnings per common share, diluted | $ | 3.14 | $ | 3.87 | $ | 3.57 | |||||||
Excluded in the above table are -0-; 929,000; and 1,068,302 shares associated with stock options for 2014, 2013, and 2012, respectively, due to their antidilutive impact. We have also excluded 2,622,956 of common shares issuable upon the conversation of preferred stock for the year ended December 31, 2014 due to their anti-dilutive impact. |
Note_7_Investments_in_Marketab
Note 7 - Investments in Marketable Securities | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||||||
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | Note 7 - Investments in Marketable Securities | ||||||||||||||||||||||||
Our investments in marketable securities include available for sale securities. Realized gains and losses from securities sales are determined on the specific identification of the securities. Marketable securities and restricted marketable securities consist of the following: | |||||||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||||||||||
(in thousands) | Amortized | Fair | Amortized | Fair | |||||||||||||||||||||
Cost | Value | Cost | Value | ||||||||||||||||||||||
Investments available for sale: | |||||||||||||||||||||||||
Marketable equity securities | $ | 30,176 | $ | 132,535 | $ | 30,176 | $ | 105,009 | |||||||||||||||||
Restricted investments available for sale: | |||||||||||||||||||||||||
Corporate debt securities | 68,594 | 68,916 | 65,852 | 65,006 | |||||||||||||||||||||
Commercial mortgage-backed securities | 63,351 | 63,252 | 46,977 | 45,856 | |||||||||||||||||||||
U.S. Treasury securities | 14,623 | 14,728 | 22,932 | 22,841 | |||||||||||||||||||||
State and municipal securities | 11,074 | 11,377 | 8,123 | 8,300 | |||||||||||||||||||||
$ | 187,818 | $ | 290,808 | $ | 174,060 | $ | 247,012 | ||||||||||||||||||
Included in the available for sale marketable equity securities are the following (in thousands, except share amounts): | |||||||||||||||||||||||||
31-Dec-14 | 31-Dec-13 | ||||||||||||||||||||||||
Shares | Cost | Fair | Shares | Cost | Fair | ||||||||||||||||||||
Value | Value | ||||||||||||||||||||||||
NHI Common Stock | 1,630,642 | $ | 24,734 | $ | 114,080 | 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-Dec-14 | 31-Dec-13 | ||||||||||||||||||||||||
(in thousands) | Cost | Fair Value | Cost | Fair Value | |||||||||||||||||||||
Maturities: | |||||||||||||||||||||||||
Within 1 year | $ | 11,161 | $ | 11,190 | $ | 9,279 | $ | 9,324 | |||||||||||||||||
1 to 5 years | 83,542 | 84,028 | 91,787 | 92,011 | |||||||||||||||||||||
6 to 10 years | 58,863 | 58,872 | 40,387 | 38,335 | |||||||||||||||||||||
Over 10 years | 4,076 | 4,183 | 2,431 | 2,333 | |||||||||||||||||||||
$ | 157,642 | $ | 158,273 | $ | 143,884 | $ | 142,003 | ||||||||||||||||||
Gross unrealized gains related to available for sale securities are $103,814,000 and $75,702,000 as of December 31, 2014 and 2013, respectively. Gross unrealized losses related to available for sale securities were $824,000 and $2,750,000 as of December 31, 2014 and 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. As a result, the Company recognized no other-than-temporary impairments for the years ended December 31, 2014 and 2013. | |||||||||||||||||||||||||
Proceeds from the sale of investments in marketable securities during the years ended December 31, 2014, 2013 and 2012 were $48,786,000, $81,389,000, and $62,649,000, respectively. Net investment gains of $379,000, $39,000, and $1,640,000 were realized on these sales during the years ended December 31, 2014, 2013, and 2012, respectively. |
Note_8_Fair_Value_Measurements
Note 8 - Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Disclosures [Text Block] | Note 8 - 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 December 31, 2014 or 2013. We did not have any transfers of assets between Level 1 and Level 2 of the fair value measurement hierarchy during the twelve months ended December 31, 2014 or 2013. | |||||||||||||||||
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. At December 31, 2014 and 2013, 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 December 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-Dec-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 | $ | 69,767 | $ | 69,767 | $ | - | $ | - | |||||||||
Restricted cash and cash equivalents | 10,651 | 10,651 | - | - | |||||||||||||
Marketable equity securities | 132,535 | 132,535 | - | - | |||||||||||||
Corporate debt securities | 68,916 | 39,909 | 29,007 | - | |||||||||||||
Commercial mortgage-backed securities | 63,252 | - | 63,252 | - | |||||||||||||
U.S. Treasury securities | 14,728 | 14,728 | - | - | |||||||||||||
State and municipal securities | 11,377 | 2,216 | 9,161 | - | |||||||||||||
Total financial assets | $ | 371,226 | $ | 269,806 | $ | 101,420 | $ | - | |||||||||
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_9_Property_and_Equipment
Note 9 - Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 9 - Property and Equipment | ||||||||
Property and equipment, at cost, consists of the following: | |||||||||
December 31, | |||||||||
2014 | 2013 | ||||||||
(in thousands) | |||||||||
Land | $ | 58,672 | $ | 57,272 | |||||
Leasehold improvements | 98,302 | 94,066 | |||||||
Buildings and improvements | 487,021 | 427,471 | |||||||
Furniture and equipment | 142,110 | 134,255 | |||||||
Construction in progress | 35,687 | 21,618 | |||||||
821,792 | 734,682 | ||||||||
Less: Accumulated depreciation | (307,048 | ) | (277,884 | ) | |||||
$ | 514,744 | $ | 456,798 | ||||||
The Company is obligated to complete construction in progress of approximately $25,541,000 at December 31, 2014. |
Note_10_Notes_Receivable
Note 10 - Notes Receivable | 12 Months Ended |
Dec. 31, 2014 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | Note 10 - Notes Receivable |
At December 31, 2014 and 2013, we have notes receivable from managed and other skilled nursing facilities totaling $12,989,000 and $15,378,000, respectively, reflected in the accompanying consolidated balance sheets. The notes are first and second mortgages with interest rates ranging from prime plus 2% to 8.5% fixed rate with periodic payments required prior to maturity. The notes mature in the years from 2016 through 2022. The proceeds of the notes were used by the skilled nursing facilities for construction costs, development costs incurred during construction, and working capital. |
Note_11_Longterm_Debt
Note 11 - Long-term Debt | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||
Debt Disclosure [Text Block] | Note 11 - Long-Term Debt | |||||||||||||
Long-term debt consists of the following (dollars in thousands): | ||||||||||||||
Weighted | ||||||||||||||
Average | December 31, | |||||||||||||
Interest Rate | Maturities | 2014 | 2013 | |||||||||||
Revolving Credit Facility, interest payable monthly | Variable, | 2015 | $ | - | $ | - | ||||||||
0.90% | ||||||||||||||
Unsecured term note payable to National, interest payable quarterly, principal payable at maturity | Variable, | 2018 | 10,000 | 10,000 | ||||||||||
2.80% | ||||||||||||||
10,000 | 10,000 | |||||||||||||
Less current portion | - | - | ||||||||||||
$ | 10,000 | $ | 10,000 | |||||||||||
$75,000,000 Revolving Credit Agreement | ||||||||||||||
Effective October 22, 2014, 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 base rate. Letter of credit fees are equal to 0.10% times the maximum amount available to be drawn under outstanding letters of credit. The rates and fees are unchanged from those in effect prior to the extension. | ||||||||||||||
Commitment fees are payable on the daily unused portion of the Credit Facility at a rate of twenty (20) 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 21, 2015. Between 90 and 120 days prior to the maturity date, NHC may request the extension of the maturity date. 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. | ||||||||||||||
The aggregate maturities of long-term debt for the five years subsequent to December 31, 2014 are as follows: | ||||||||||||||
Long-Term | ||||||||||||||
Debt | ||||||||||||||
(in thousands) | ||||||||||||||
2015 | $ | − | ||||||||||||
2016 | − | |||||||||||||
2017 | − | |||||||||||||
2018 | 10,000 | |||||||||||||
2019 | − | |||||||||||||
Total | $ | 10,000 | ||||||||||||
Note_12_Income_Taxes
Note 12 - Income Taxes | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||
Income Tax Disclosure [Text Block] | Note 12 - Income Taxes | ||||||||||||||||
The provision for income taxes is comprised of the following components: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in thousands) | |||||||||||||||||
Current Tax Provision | |||||||||||||||||
Federal | $ | 30,235 | $ | 34,680 | $ | 29,147 | |||||||||||
State | 3,095 | 5,588 | 4,010 | ||||||||||||||
33,330 | 40,268 | 33,157 | |||||||||||||||
Deferred Tax Provision | |||||||||||||||||
Federal | (1,172 | ) | (2,226 | ) | 892 | ||||||||||||
State | (334 | ) | (479 | ) | 132 | ||||||||||||
(1,506 | ) | (2,705 | ) | 1,024 | |||||||||||||
Income Tax Provision | $ | 31,824 | $ | 37,563 | $ | 34,181 | |||||||||||
The deferred tax assets and liabilities, consisting of temporary differences tax effected at the respective income tax rates, are as follows: | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands) | |||||||||||||||||
Current deferred tax asset: | |||||||||||||||||
Allowance for doubtful accounts receivable | $ | 2,138 | $ | 1,802 | |||||||||||||
Accrued risk reserves | 964 | 857 | |||||||||||||||
Accrued expenses | 3,635 | 3,593 | |||||||||||||||
6,737 | 6,252 | ||||||||||||||||
Current deferred tax liability: | |||||||||||||||||
Unrealized gains on marketable securities | (39,958 | ) | (29,120 | ) | |||||||||||||
Other | (2,284 | ) | (1,922 | ) | |||||||||||||
(42,242 | ) | (31,042 | ) | ||||||||||||||
Net current deferred tax liability | $ | (35,505 | ) | $ | (24,790 | ) | |||||||||||
Noncurrent deferred tax asset: | |||||||||||||||||
Unrealized gains on marketable securities | $ | (183 | ) | $ | 593 | ||||||||||||
Financial reporting depreciation in excess of tax depreciation | 7,191 | 5,872 | |||||||||||||||
Deferred gain on sale of assets (net) | (3,135 | ) | (3,135 | ) | |||||||||||||
Tax basis intangible asset in excess of financial reporting basis | (409 | ) | 127 | ||||||||||||||
Stock-based compensation | 2,879 | 2,214 | |||||||||||||||
Long-term investments | (2,445 | ) | (2,276 | ) | |||||||||||||
Nonrefundable entrance fees | 129 | 45 | |||||||||||||||
Refundable entrance fees | 1,739 | 1,647 | |||||||||||||||
Obligation to provide future services | 1,532 | 1,439 | |||||||||||||||
Accrued risk reserves, less current portion | 2,295 | 3,040 | |||||||||||||||
Accrued expenses | 2,910 | 2,502 | |||||||||||||||
Deferred revenue | 6,197 | 6,096 | |||||||||||||||
Net noncurrent deferred tax asset | $ | 18,700 | $ | 18,164 | |||||||||||||
A reconciliation of income tax expense and the amount computed by applying the statutory federal income tax rate to income before income taxes is as follows: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in thousands) | |||||||||||||||||
Tax provision at federal statutory rate | $ | 29,818 | $ | 35,762 | $ | 32,718 | |||||||||||
Increase (decrease) in income taxes resulting from: | |||||||||||||||||
State, net of federal benefit | 2,207 | 2,325 | 3,261 | ||||||||||||||
Nondeductible expenses | 363 | 197 | 118 | ||||||||||||||
Insurance expense | 27 | 35 | 39 | ||||||||||||||
Other, net | 439 | (258 | ) | 823 | |||||||||||||
Unrecognized tax benefits | 512 | 1,107 | 409 | ||||||||||||||
Expiration of statute of limitations | (1,542 | ) | (1,605 | ) | (3,187 | ) | |||||||||||
2,006 | 1,801 | 1,463 | |||||||||||||||
Effective income tax expense | $ | 31,824 | $ | 37,563 | $ | 34,181 | |||||||||||
The exercise of non-qualified stock options results in state and federal income tax benefits to the Company related to the difference between the market price at the date of exercise and the option exercise price. During 2014, 2013 and 2012, $201,000, $(225,000), and $(267,000), respectively, attributable to the tax benefit of stock options exercised and restricted stock, was credited to additional paid-in capital. | |||||||||||||||||
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. | |||||||||||||||||
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 adequate provisions 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. | |||||||||||||||||
Also under ASC Topic 740, tax positions are evaluated for recognition using a more-likely-than-not threshold, and those tax positions requiring recognition are measured at the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. | |||||||||||||||||
In accordance with current guidance, the Company has established a liability for unrecognized tax benefits, which are differences between a tax position taken or expected to be taken in a tax return and the benefit recognized and measured. Generally a liability is created for an unrecognized tax benefit because it represents a company’s potential future obligation to a taxing authority for a tax position that was not recognized per above. | |||||||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): | |||||||||||||||||
Deferred Tax Asset | Liability For Unrecognized Tax Benefits | Liability For Interest and Penalties | Liability Total | ||||||||||||||
Balance, January 1, 2012 | $ | 9,926 | $ | 13,765 | $ | 2,479 | $ | 16,244 | |||||||||
Additions based on tax positions related to the current year | − | 1,695 | 185 | 1,880 | |||||||||||||
Additions for tax positions of prior years | 728 | 845 | 170 | 1,015 | |||||||||||||
Reductions for statute of limitation expirations | (1,999 | ) | (4,309 | ) | (940 | ) | (5,249 | ) | |||||||||
Balance, December 31, 2012 | 8,655 | 11,996 | 1,894 | 13,890 | |||||||||||||
Additions based on tax positions related to the current year | − | 1,832 | 198 | 2,030 | |||||||||||||
Additions for tax positions of prior years | 2,120 | 1,427 | 641 | 2,068 | |||||||||||||
Reductions for statute of limitation expirations | (2,177 | ) | (2,802 | ) | (661 | ) | (3,463 | ) | |||||||||
Balance, December 31, 2013 | 8,598 | 12,453 | 2,072 | 14,525 | |||||||||||||
Additions based on tax positions related to the current year | − | 2,008 | 216 | 2,224 | |||||||||||||
Additions for tax positions of prior years | 2,032 | 1,218 | 706 | 1,924 | |||||||||||||
Reductions for statute of limitation expirations | (1,523 | ) | (2,059 | ) | (603 | ) | (2,662 | ) | |||||||||
Balance, December 31, 2014 | $ | 9,107 | $ | 13,620 | $ | 2,391 | $ | 16,011 | |||||||||
During the year ended December 31, 2014, we have recognized a $2,059,000 decrease in unrecognized tax benefits (including $1,120,000 of temporary differences and $939,000 of permanent differences) and an accompanying $603,000 decrease of related interest and penalties due to the effect of statute of limitations lapse. The favorable impact on our tax provision was $1,542,000 composed of $939,000 tax and $492,000 interest and penalties on permanent differences and $111,000 interest and penalties on temporary differences. | |||||||||||||||||
At December 31, 2014, we had $13,620,000 of unrecognized tax benefits, composed of $8,725,000 of deferred tax assets and $4,895,000 of permanent differences. Accrued interest and penalties of $2,391,000 related to unrecognized tax benefits at December 31, 2014. Unrecognized tax benefits of $4,895,000, net of federal benefit, at December 31, 2014, attributable to permanent differences, would favorably impact our effective tax rate if recognized. Accrued interest and penalties of $2,118,000 relate to these permanent differences at December 31, 2014. We do not expect to recognize significant increases or decreases in unrecognized tax benefits within the twelve months beginning December 31, 2014, except for the effect of decreases related to the lapse of statute of limitations estimated at $2,585,000, composed of temporary differences of $1,520,000, and permanent differences of $1,065,000. Interest and penalties of $615,000 relate to these temporary and permanent difference changes within 12 months beginning December 31, 2014. | |||||||||||||||||
During the year ended December 31, 2013, we have recognized a $2,802,000 decrease in unrecognized tax benefits (including $1,817,000 of temporary differences and $985,000 of permanent differences) and an accompanying $661,000 decrease of related interest and penalties due to the effect of statute of limitations lapse. The favorable impact on our tax provision was $1,605,000 composed of $976,000 tax and $451,000 interest and penalties on permanent differences and $178,000 interest and penalties on temporary differences. | |||||||||||||||||
At December 31, 2013, we had $12,453,000 of unrecognized tax benefits, composed of $8,253,000 of deferred tax assets and $4,200,000 of permanent differences. Accrued interest and penalties of $2,072,000 related to unrecognized tax benefits at December 31, 2013. Unrecognized tax benefits of $4,200,000, net of federal benefit, at December 31, 2013, attributable to permanent differences, would favorably impact our effective tax rate if recognized. Accrued interest and penalties of $1,835,000 relate to these permanent differences at December 31, 2013. We do not expect to recognize significant increases or decreases in unrecognized tax benefits within the twelve months beginning December 31, 2013, 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 differences of $940,000. Interest and penalties of $566,000 relate to these temporary and permanent difference changes within 12 months beginning December 31, 2013. | |||||||||||||||||
During the year ended December 31, 2012, we have recognized a $4,309,000 decrease in unrecognized tax benefits (including $1,999,000 of temporary differences and $2,310,000 of permanent differences) and an accompanying $940,000 decrease of related interest and penalties due to the effect of statute of limitations lapse. The favorable impact on our tax provision was $3,187,000 composed of $2,310,000 tax and $707,000 interest and penalties on permanent differences and $170,000 interest and penalties on temporary differences. | |||||||||||||||||
At December 31, 2012, we had $11,996,000 of unrecognized tax benefits, composed of $8,292,000 of deferred tax assets and $3,704,000 of permanent differences. Accrued interest and penalties of $1,894,000 related to unrecognized tax benefits at December 31, 2012. Unrecognized tax benefits of $3,704,000, net of federal benefit, at December 31, 2012, attributable to permanent differences, would favorably impact our effective tax rate if recognized. Accrued interest and penalties of $1,531,000 relate to these permanent differences at December 31, 2012. | |||||||||||||||||
Interest and penalties expense related to U.S. federal and state income tax returns are included within income tax expense. Interest and penalties expense (benefit) was $319,000, $178,000 and ($585,000) for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||||||
The Company is no longer subject to U.S. federal and state examinations by tax authorities for years before 2011 (with few state exceptions). Currently, there are no U.S. federal and state returns under examination. |
Note_13_Stock_Repurchase_Progr
Note 13 - Stock Repurchase Program | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | |
Treasury Stock [Text Block] | Note 13 - Stock Repurchase Program |
On August 5, 2014 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. The program expires on August 31, 2015. 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. On August 11, 2014, the Company repurchased 125,000 shares of its common stock for a total cost of $6,995,000. The shares were funded from cash on hand and were cancelled and returned to the status of authorized but unissued. | |
On August 1, 2013, the Board of Directors of the Company authorized a stock repurchase program that allowed the Company to repurchase up to $25 million of its common stock over a one year period. The program expired on July 31, 2014. No repurchases of common stock were executed under this program. | |
On August 1, 2012, the Board of Directors of the Company approved a stock repurchase program authorizing the Company to repurchase up to $25 million of its outstanding shares of common stock. On February 19, 2013, the Company repurchased 100,000 shares for a total cost of $4.7 million. These were the only shares repurchased pursuant to the program’s authorization. The shares were funded from cash on hand and were cancelled and returned to the status of authorized but unissued. This program expired on July 31, 2013. |
Note_14_Stockbased_Compensatio
Note 14 - Stock-based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 14 - Stock-Based Compensation | ||||||||||||
NHC recognizes stock-based compensation 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 100% of 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 100% of 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 December 31, 2014, 220,620 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. At December 31, 2014, 398,744 shares were available for future grants under the 2010 Plan. | |||||||||||||
Under both the 2005 and 2010 Plans, the individual restricted stock and option grant awards vest over periods up to five years. The term of the options outstanding under both Plans is five years from the date of the grant. Our policy is to issue new shares to satisfy option exercises. | |||||||||||||
Additionally, we have an employee stock purchase plan that allows employees to purchase our shares of stock through payroll deductions. The plan allows employees to terminate participation at any time. | |||||||||||||
Compensation expense is recognized only for the awards that ultimately vest. Stock-based compensation totaled $2,021,000, $2,298,000, and $2,366,000, for the years ended December 31, 2014, 2013, and 2012, respectively. The expense for the 2014 year consisted of $1,814,000 for stock options and $207,000 for restricted stock. Stock-based compensation is included in salaries, wages and benefits in the consolidated statements of income. Tax deductions for the options exercised and restricted stock vested totaled $697,000, $196,000, and $404,000 for the years ended December 31, 2014, 2013, and 2012, respectively. The total intrinsic value of shares exercised during the year ended December 31, 2014 was $855,000. | |||||||||||||
At December 31, 2014, we had $2,005,000 of unrecognized compensation cost related to unvested stock-based compensation awards, which consisted of $1,933,000 for stock options and $72,000 for restricted stock. This expense will be recognized over the remaining weighted average vesting period, which is approximately 1.2 years for stock options and 0.3 years for restricted stock. | |||||||||||||
Stock Options | |||||||||||||
The Company is required to estimate the fair value of stock-based awards on the date of grant. The fair value of each option award is estimated using the Black-Scholes option valuation model with the weighted average assumptions indicated in the following table. Each grant is valued as a single award with an expected term based upon expected employment and termination behavior. Compensation cost is recognized over the requisite service period in a manner consistent with the option vesting provisions. The straight-line attribution method requires that compensation expense is recognized at least equal to the portion of the grant-date fair value that is vested at that date. The expected volatility is derived using weekly historical data for periods immediately preceding the date of grant. The risk-free interest rate is the approximate yield on the United States Treasury Strips having a life equal to the expected option life on the date of grant. The expected life is an estimate of the number of years an option will be held before it is exercised. The following table summarizes the assumptions used to value the options granted in the periods shown. | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Risk-free interest rate | 0.52 | % | 0.25 | % | 0.28 | % | |||||||
Expected volatility | 17.3 | % | 31.3 | % | 38.8 | % | |||||||
Expected life, in years | 2.2 | 2.1 | 2.1 | ||||||||||
Expected dividend yield | 2.68 | % | 2.81 | % | 2.91 | % | |||||||
The following table summarizes option activity: | |||||||||||||
Number of Shares | Weighted Average Exercise Price | Aggregate Intrinsic Value | |||||||||||
Options outstanding at January 1, 2012 | 1,482,077 | $ | 46.92 | $ | − | ||||||||
Options granted | 63,516 | 44.28 | − | ||||||||||
Options exercised | (295,371 | ) | 45.41 | − | |||||||||
Options cancelled | (115,620 | ) | 50.99 | − | |||||||||
Options outstanding at December 31, 2012 | 1,134,602 | 46.75 | − | ||||||||||
Options granted | 57,672 | 47.95 | − | ||||||||||
Options exercised | (19,722 | ) | 45.63 | − | |||||||||
Options cancelled | (98,000 | ) | 51.11 | − | |||||||||
Options outstanding at December 31, 2013 | 1,074,552 | 46.44 | − | ||||||||||
Options granted | 57,716 | 53.1 | − | ||||||||||
Options exercised | (157,590 | ) | 45.97 | − | |||||||||
Options cancelled | (20,000 | ) | 46.69 | − | |||||||||
Options outstanding at December 31, 2014 | 954,678 | $ | 46.92 | $ | 15,202,000 | ||||||||
Options exercisable at December 31, 2014 | 158,573 | $ | 48.06 | $ | 2,344,000 | ||||||||
Options | Exercise Prices | Weighted Average | Weighted Average | ||||||||||
Outstanding | Exercise Price | Remaining Contractual | |||||||||||
31-Dec-14 | Life in Years | ||||||||||||
909,678 | $44.80 - $47.45 | $ | 46.62 | 1.3 | |||||||||
45,000 | $52.93 | $ | 52.93 | 4.3 | |||||||||
954,678 | $ | 46.92 | 1.5 | ||||||||||
Restricted Stock | |||||||||||||
The following table summarizes restricted stock activity: | |||||||||||||
Number of | Weighted | Aggregate Intrinsic Value | |||||||||||
Shares | Average Grant Date Fair Value | ||||||||||||
Unvested restricted shares at January 1, 2012 | 24,000 | $ | 34.46 | $ | − | ||||||||
Award shares granted | − | − | − | ||||||||||
Award shares vested | 6,000 | 34.46 | − | ||||||||||
Unvested restricted shares at December 31, 2012 | 18,000 | 34.46 | − | ||||||||||
Award shares granted | − | − | − | ||||||||||
Award shares vested | 6,000 | 34.46 | − | ||||||||||
Unvested restricted shares at December 31, 2013 | 12,000 | 34.46 | − | ||||||||||
Award shares granted | − | − | − | ||||||||||
Award shares vested | 6,000 | 34.46 | − | ||||||||||
Unvested restricted shares at December 31, 2014 | 6,000 | $ | 34.46 | $ | 170,000 | ||||||||
The weighted average remaining contractual life of restricted stock at December 31, 2014 is 0.3 years. |
Note_15_Contingencies_and_Guar
Note 15 - Contingencies and Guarantees | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 15 - Contingencies and Guarantees |
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 $106,218,000 and $110,557,000 at December 31, 2014 and 2013, respectively. The liability is included in accrued risk reserves in the consolidated balance sheets. The amounts are 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 would have a material adverse effect on our 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 long-term care industry. Business is written on a direct basis. For 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 Insurance and Lawsuits | |
The long term care industry has experienced significant 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 December 31, 2014, we and/or our managed centers are currently defendants in 34 such claims covering the years 2006 through December 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 2014, additional insurance is purchased through third party providers that serve to supplement the coverage provided through our wholly-owned captive insurance company. | |
Civil Investigation Demand | |
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. | |
On October 7, 2014, the Company received a subpoena from the Office of Inspector General of the United Department of Health and Human Services (“OIG Subpoena”) related to the current DOJ Investigation. The OIG Subpoena requests certain financial and organizational documents from the Company and certain of its subsidiaries and SNFs and medical records from certain of the Company’s Tennessee-based SNFs. | |
The Company is cooperating fully with these requests. Because we are in the early stages of these investigations, we are unable to evaluate the outcomes of these investigations. | |
Caris HealthCare, L.P. Lawsuit | |
On December 9, 2014, Caris Healthcare, L.P. (“Caris”), a business that specializes in hospice care services in Company-owned health care centers and in other settings in Missouri, Tennessee, South Carolina and Virginia, received notice from the U.S. Attorney’s Office for the Eastern District of Tennessee and the Attorney Generals’ Offices for the State of Tennessee and State of Virginia that those government entities were conducting an investigation regarding patient eligibility for hospice services provided by Caris. We have a 75.1% non-controlling ownership interest in Caris. We are cooperating with these government entities in connection with this investigation. Because Caris and the Company 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. | |
Debt Guarantees | |
At December 31, 2014, no agreement to guarantee the debt of other parties exists. |
Note_16_Equity_Method_Investme
Note 16 - Equity Method Investment in Caris HealthCare, L.P. | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||
Cost and Equity Method Investments Disclosure [Text Block] | Note 16 - Equity Method Investment in Caris HealthCare, L.P. | ||||||||||||
As of December 31, 2014, we have a 75.1% non-controlling ownership interest in Caris, a business that specializes in hospice care services in NHC owned health care centers and in other settings. The carrying value of our investment is $35,020,000 and $37,185,000 at December 31, 2014 and 2013, respectively. The carrying amounts are included in investments in limited liability companies in the consolidated balance sheets. The difference between the carrying value of our investment and our capital account balance in Caris is due to the additional limited partner ownership interest the Company acquired from current and former partners. Summarized financial information of Caris for the years ended December 31, 2014, 2013, and 2012 is provided below. | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
( in thousands) | |||||||||||||
Current assets | $ | 20,922 | $ | 25,212 | $ | 30,731 | |||||||
Noncurrent assets | 11,540 | 11,685 | 9,051 | ||||||||||
Liabilities | 7,305 | 8,879 | 9,365 | ||||||||||
Partners’ capital | 25,157 | 28,018 | 30,417 | ||||||||||
Revenue | 51,441 | 58,918 | 59,422 | ||||||||||
Expenses | 40,908 | 40,112 | 40,341 | ||||||||||
Net income | 10,533 | 18,806 | 19,081 | ||||||||||
Consolidation Considerations | |||||||||||||
Due to our ownership percentage in Caris, we have considered whether Caris should be consolidated by NHC under the guidance provided in ASC Topic 810, Consolidation. We do not consolidate Caris because (1) Caris’ equity at risk is sufficient to finance its activities without additional subordinated financial support, (2) the general partner of the Partnership has the power to direct the activities that most significantly impact the economic performance of Caris, and (3) the equity holders of Caris possess the characteristics of a controlling financial interest, including voting rights that are proportional to their economic interests. Supporting the assertions above is the following: (1) the ownership percentage of the general partner remains equally divided between NHC and another party, (2) the general partner manages and controls the Partnership with full and complete discretion, and (3) the limited partners have no right or power to take part in the control of the business of the Partnership, which is where our ownership percentage increases have occurred. |
Note_17_Variable_Interest_Enti
Note 17 - Variable Interest Entity | 12 Months Ended |
Dec. 31, 2014 | |
Variable Interest Entity [Abstract] | |
Variable Interest Entity [Text Block] | Note 17 - Variable Interest Entity |
Accounting guidance requires that a variable interest entity (“VIE”), according to the provisions of ASC Topic 810, Consolidation, must be consolidated by the primary beneficiary. The primary beneficiary is the party that has both the power to direct activities of a VIE that most significantly impact the entity’s economic performance and the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE. We perform ongoing qualitative analysis to determine if we are the primary beneficiary of a VIE. At December 31, 2014, we are the primary beneficiary of one VIE and therefore consolidate that entity. | |
Springfield, Missouri Lease | |
In December 2010, we signed an operating agreement to lease Springfield Rehabilitation and Health Care Center, a 120-bed skilled nursing facility located in Springfield, Missouri. The terms of the lease include a ten year lease and include five additional, five year lease options as well as a purchase option. The operating lease agreement was established on the same date third party owners purchased the real estate of the 120-bed skilled nursing facility. The third party owners purchased the real estate for $4,500,000, which is the amount NHC loaned the owners to purchase the facility under the terms of the lease agreement and the mortgage note. The risks and rewards associated with the operations of the facility and any appreciation or deprecation in the value of the real estate of the facility is borne by NHC. At December 31, 2014 and 2013, the $4,500,000 mortgage note receivable from the third party owners is eliminated in our consolidated financial statements. Land and buildings and improvements of $4,500,000 have been recorded in our consolidated financial statements, as well as the operations of the facility since December 1, 2010, because we are the primary beneficiary in the relationship. |
Note_18_Series_A_Convertible_P
Note 18 - Series A Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | |
Preferred Stock [Text Block] | Note 18 - Series A Convertible Preferred Stock |
On October 31, 2007, NHC issued $170,555,000 of NHC Series A Convertible Preferred Stock (the "Preferred Stock") with a liquidation preference of $15.75. Each share of the Preferred Stock is entitled to annual preferred dividends of $0.80 per share. Dividends on the Preferred Stock are cumulative. | |
The Preferred Stock, which is listed on the NYSE MKT exchange with the symbol "NHC.PRA", is convertible at any time at the option of the stockholder into NHC common stock at a conversion price of $65.07. Each share of the Preferred Stock will be convertible into 0.24204 of a share of NHC common stock. After the fifth anniversary of the closing date, NHC will have the option to redeem the Preferred Stock, in whole or in part, for $15.75 cash per share (plus accrued but unpaid dividends); provided that the Preferred Stock will not be redeemable prior to the eighth anniversary of the closing date unless the average closing price for NHC common stock for 20 trading sessions equals or exceeds the conversion price. The conversion price will be adjusted to reflect any future NHC common stock splits or stock dividends. |
Note_19_Series_B_Junior_Partic
Note 19 - Series B Junior Participating Preferred Stock | 12 Months Ended |
Dec. 31, 2014 | |
Stockholder Rights Plan Disclosure [Abstract] | |
Stockholder Rights Plan Disclosure [Text Block] | Note 19 - Series B Junior Participating Preferred Stock |
On August 2, 2007, the NHC Board of Directors approved the adoption of a stockholder rights plan and declared a dividend distribution of one right (a "Right") for each outstanding share of NHC common stock to stockholders of record at the close of business on August 2, 2007. Each Right entitles the registered holder to purchase from NHC a unit consisting of one one-ten thousandth of a share of Series B Junior Participating Preferred Stock, $0.01 par value at a purchase price of $250 per Unit, subject to adjustment. The description and terms of the Rights are set forth in a rights agreement between NHC and Computershare Trust Company, N.A., as rights agent, dated as of August 2, 2007, as may be amended, restated or otherwise modified from time to time. No shares have been issued pursuant to this stockholder rights plan. |
Note_20_Selected_Quarterly_Fin
Note 20 - Selected Quarterly Financial Data | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Quarterly Financial Information [Text Block] | Note 20 - Selected Quarterly Financial Data | ||||||||||||||||
(unaudited, in thousands, except per share amounts) | |||||||||||||||||
The following table sets forth selected quarterly financial data for the two most recent fiscal years. | |||||||||||||||||
2014 | 1st Quarter | 2nd Quarter | 3rd Quarter | 4th Quarter | |||||||||||||
Net Operating Revenues | $ | 210,531 | $ | 216,555 | $ | 218,223 | $ | 226,374 | |||||||||
Income Before Non-Operating Income | 16,988 | 16,083 | 14,736 | 20,204 | |||||||||||||
Non-Operating Income | 4,572 | 4,281 | 3,937 | 4,392 | |||||||||||||
Net Income | 13,229 | 12,511 | 12,829 | 14,800 | |||||||||||||
Preferred Dividends | 2,168 | 2,167 | 2,167 | 2,168 | |||||||||||||
Net Income Available to Common Stockholders | 11,061 | 10,344 | 10,662 | 12,632 | |||||||||||||
Basic Earnings Per Share | 0.8 | 0.75 | 0.77 | 0.92 | |||||||||||||
Diluted Earnings Per Share | 0.78 | 0.72 | 0.75 | 0.88 | |||||||||||||
2013 | 1st Quarter | 2nd Quarter | 3rd Quarter | 4th Quarter | |||||||||||||
Net Operating Revenues | $ | 194,378 | $ | 192,011 | $ | 195,772 | $ | 206,796 | |||||||||
Income Before Non-Operating Income | 15,996 | 17,001 | 19,265 | 19,819 | |||||||||||||
Non-Operating Income | 6,618 | 6,632 | 11,171 | 5,674 | |||||||||||||
Net Income | 13,805 | 14,342 | 19,877 | 16,589 | |||||||||||||
Preferred Dividends | 2,168 | 2,168 | 2,167 | 2,168 | |||||||||||||
Net Income Available to Common Stockholders | 11,637 | 12,174 | 17,710 | 14,421 | |||||||||||||
Basic Earnings Per Share | 0.84 | 0.88 | 1.28 | 1.04 | |||||||||||||
Diluted Earnings Per Share | 0.82 | 0.86 | 1.19 | 0.99 | |||||||||||||
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||||||
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | NATIONAL HEALTHCARE CORPORATION | ||||||||||||||||||||
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||||||
FOR THE YEARS ENDED DECEMBER 31, 2014, 2013 AND 2012 | |||||||||||||||||||||
(in thousands) | |||||||||||||||||||||
Column A | Column B | Column C | Column D | Column E | |||||||||||||||||
Additions | |||||||||||||||||||||
Description | Balance- | Charged to | Charged | Deductions | Balance- | ||||||||||||||||
Beginning | Costs and | to other | End of | ||||||||||||||||||
of Period | Expenses | Accounts | Period | ||||||||||||||||||
For the year ended December 31, 2012 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 3,713 | $ | 2,455 | $ | − | $ | 3,002 | -1 | $ | 3,166 | ||||||||||
Accrued risk reserves | $ | 98,732 | $ | 67,900 | $ | − | $ | 56,301 | $ | 110,331 | |||||||||||
For the year ended December 31, 2013 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 3,166 | $ | 5,226 | $ | − | $ | 3,420 | -1 | $ | 4,972 | ||||||||||
Accrued risk reserves | $ | 110,331 | $ | 57,515 | $ | − | $ | 57,289 | $ | 110,557 | |||||||||||
For the year ended December 31, 2014 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 4,972 | $ | 6,228 | $ | − | $ | 5,462 | -1 | $ | 5,738 | ||||||||||
Accrued risk reserves | $ | 110,557 | $ | 62,083 | $ | − | $ | 65,896 | $ | 106,744 | |||||||||||
(1) Amounts written off, net of recoveries |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Basis of Accounting, Policy [Policy Text Block] | Principles of Consolidation and Basis of Presentation | ||||||||||||
The consolidated financial statements which are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) include our wholly owned and controlled subsidiaries and affiliates. Variable interest entities (“VIEs”) in which we have an interest have been consolidated when we have been identified as the primary beneficiary. Investments in ventures in which we have the ability to exercise significant influence but do not have control over are accounted for using the equity method. Equity method investments are initially recorded at cost and subsequently are adjusted for our share of the venture’s earnings or losses and cash distributions. Our most significant equity method investment is a 75.1% non-controlling ownership interest in Caris Healthcare, LP (“Caris”), a business that specializes in hospice care services. Investments in entities in which we lack the ability to exercise significant influence are included in the consolidated financial statements at cost unless there has been a decline in the market value of our investment that is deemed to be other than temporary. All material intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||
During the second quarter of 2014, the Company revised the presentation of its accrued risk reserves to present only the amount expected to be settled within the next twelve month period as a current liability. Previously, the Company had presented the entire accrued risk reserve balance as a current liability. The Company also recorded a related reclassification to its restricted cash and cash equivalents and restricted marketable securities to reflect its previous and continued expectation to use these assets held by its wholly-owned limited purpose insurance companies to settle the accrued risk reserves. The impact of these adjustments also resulted in an impact on the classification of our deferred tax balances. Accordingly, the Company's accompanying consolidated balance sheet as of December 31, 2013 has been adjusted to reflect these reclassifications. The table below presents the affected balance sheet line items, the respective previously-reported balances, the reclassification amount and the adjusted balances as of December 31, 2013 (in thousands). The reclassifications were not material to the financial conditions, results of operations or liquidity for any periods presented. | |||||||||||||
Previously Reported Balance | Reclassification Amount | As-Adjusted Balance | |||||||||||
Restricted cash and cash equivalents (current assets section) | $ | 13,929 | $ | (3,631 | ) | $ | 10,298 | ||||||
Restricted cash and cash equivalents (other assets section) | - | 3,631 | 3,631 | ||||||||||
Restricted marketable securities (current assets section) | 142,003 | (127,976 | ) | 14,027 | |||||||||
Restricted marketable securities (other assets section) | - | 127,976 | 127,976 | ||||||||||
Accounts receivable (current assets section) | 85,511 | (5,655 | ) | 79,856 | |||||||||
Deposits and other assets (other assets section) | 1,153 | 5,655 | 6,808 | ||||||||||
Accrued risk reserves (current liability section) | 110,557 | (86,232 | ) | 24,325 | |||||||||
Accrued risk reserves (non-current liability section) | - | 86,232 | 86,232 | ||||||||||
Deferred income taxes (other assets section) | 14,531 | 3,633 | 18,164 | ||||||||||
Deferred income taxes (current liabilities section) | 21,157 | 3,633 | 24,790 | ||||||||||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management 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. | |||||||||||||
Revenue Recognition, Policy [Policy Text Block] | Net Patient Revenues and Accounts Receivable | ||||||||||||
Revenues are derived from services rendered to patients for skilled and intermediate nursing, rehabilitation therapy, hospice, assisted living and retirement and home health care services. | |||||||||||||
Revenues are recorded when services are provided based on established rates adjusted to amounts expected to be received under governmental programs and other third-party contractual arrangements based on contractual terms. These revenues and receivables are stated at amounts estimated by management to be at their net realizable value. | |||||||||||||
For private pay patients in skilled nursing, assisted living and independent living facilities, the Company bills one month in advance for room and board charges, with the remittance being due on receipt of the statement and generally by the 10th day of the month the services are performed. A portion of the episodic Medicare payments for home health services are also received in advance of the services being rendered. All advance billings are initially deferred and then are recognized as revenue when the services are performed. | |||||||||||||
We receive payments from the Medicare program under a prospective payment system ("PPS"). For skilled nursing services, Medicare pays a fixed fee per Medicare patient per day, based on the acuity level of the patient, to cover all post-hospital extended care routine service costs, ancillary costs and capital related costs. | |||||||||||||
Medicaid program payments for long-term care services are generally based on fixed per diem rates subject to program cost ceilings. | |||||||||||||
For homecare services, Medicare pays based on the acuity level of the patient and based on episodes of care. An episode of care is defined as a length of care up to 60 days with multiple continuous episodes allowed. The services covered by the episode payment include all disciplines of care, in addition to medical supplies, within the scope of the home health benefit. We are allowed to make a request for anticipated payment at the start of care equal to 60% of the expected payment for the initial episode. The remaining balance due is paid following the submission of the final claim at the end of the episode. Revenues are recognized when services are provided based on the number of days of service rendered in the episode. Deferred revenue is recorded for payments received for which the related services have not yet been provided. | |||||||||||||
Laws and regulations governing the Medicare and Medicaid programs are complex and subject to interpretation. Noncompliance with such laws and regulations can be subject to regulatory actions including fines, penalties, and exclusion from the Medicare and Medicaid programs. We believe that we are in compliance with all applicable laws and regulations. | |||||||||||||
Medicare program revenues, as well as certain Medicaid program revenues, are subject to audit and retroactive adjustment by government representatives. The Medicare PPS methodology requires that patients be assigned to Resource Utilization Groups ("RUGs") based on the acuity level of the patient to determine the amount paid to us for patient services. The assignment of patients to the various RUG categories is subject to post-payment review by Medicare intermediaries or their agents. In our opinion, adequate provision has been made for any adjustments that may result from these reviews. Retroactive adjustments are estimated in the recording of revenues in the period the related services are rendered. 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 believe currently that any differences between the net revenues recorded and final determination will not materially affect the consolidated financial statements. We have made provisions of approximately $22,931,000 and $21,619,000 as of December 31, 2014 and 2013, respectively, for various Medicare and Medicaid current and prior year cost reports and claims reviews. | |||||||||||||
Approximately 65% of our net patient revenues are derived from participation in Medicare and Medicaid programs and other government programs. | |||||||||||||
Revenue Recognition for Alternative Revenue Programs, Policy [Policy Text Block] | Other Revenues | ||||||||||||
As discussed in Note 3 other revenues include revenues from the provision of insurance services, management and accounting services to other long-term care providers, and rental income. Our insurance revenues consist of premiums that are generally paid in advance and then amortized into income as earned over the related policy period. We charge for management services based on a percentage of net revenues. We charge for accounting services based on a monthly fee or a fixed fee per bed of the long-term care center under contract. We generally record other revenues on the accrual basis based on the terms of our contractual arrangements. However, with respect to management and accounting services revenue from certain long-term care providers, including but not limited to National Health Corporation ("National") as discussed in Note 3, where collection is not reasonably assured based on insufficient historical collections and the lack of expected future collections, our policy is to recognize income only in the period in which collection is assured and the amounts at question are believed by management to be fixed and determined. | |||||||||||||
Certain management contracts, including, but not limited to contracts with National, subordinate the payment of management fees earned under those contracts to other expenditures of the long-term care center and to the availability of cash provided by the facility’s operations. Revenues from management services provided to the facilities that generate insufficient cash flow to pay the management fee, as prioritized under the contractual arrangement, are not recognized until such time as the amount of revenue earned is fixed or determinable and collectability is reasonably assured. This recognition policy could cause our reported revenues and net income from management services to vary significantly from period to period. | |||||||||||||
We recognize rental income based on the terms of our operating leases. Under certain of our leases, we receive contingent rent, which is based on the increase in revenues of a lessee over a base year. We recognize contingent rent annually or monthly, as applicable, when, based on the actual revenue of the lessee, receipt of such income is assured. We identify leased real estate properties as nonperforming if a required payment is not received within 30 days of the date it is due. Our policy related to rental income on non-performing leased real estate properties is to recognize rental income in the period when the income is received. | |||||||||||||
Premiums Receivable, Allowance for Doubtful Accounts, Estimation Methodology, Policy [Policy Text Block] | Provision for Doubtful Accounts | ||||||||||||
We evaluate the collectability of our accounts receivable based on factors such as payor type, historical collection trends and aging categories. We review these factors and determine an estimated provision for doubtful accounts. Historically, bad debts have resulted primarily from uncollectible private balances or from uncollectible coinsurance and deductibles. Receivables that are deemed to be uncollectible are written off against the allowance. The allowance for doubtful accounts balance is assessed on a quarterly basis, with changes in estimated losses being recorded in the consolidated statements of income in the period first identified. | |||||||||||||
The Company includes provisions for doubtful accounts in operating expenses in its consolidated statements of income. The provisions for doubtful accounts were $6,228,000, $5,226,000, and $2,455,000 for 2014, 2013 and 2012, respectively. | |||||||||||||
Other Operating Expenses, Policy [Policy Text Block] | 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, professional insurance and licensing fees. The primary facility costs include utilities and property insurance. | |||||||||||||
Selling, General and Administrative Expenses, Policy [Policy Text Block] | General and Administrative Costs | ||||||||||||
With the Company being a healthcare provider, the majority of our expenses are "cost of revenue" items. Costs that could be classified as "general and administrative" by the Company would include its corporate office costs, which were $36.2 million, $40.9 million, and $39.3 million for the years ended December 31, 2014, 2013, and 2012, respectively. | |||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents | ||||||||||||
Cash equivalents include highly liquid investments with an original maturity of three months or less when purchased. | |||||||||||||
Cash and Restricted Cash and Cash Equivalents and Restricted Marketable Securities [Policy Text Block] | Restricted Cash and Cash Equivalents and Restricted Marketable Securities | ||||||||||||
Restricted cash and cash equivalents and restricted marketable securities primarily represent assets that are held by our wholly-owned limited purpose insurance companies for workers' compensation and professional liability claims. | |||||||||||||
Marketable Securities, Policy [Policy Text Block] | Investments in Marketable Securities and Restricted Marketable Securities | ||||||||||||
Our investments in marketable securities and restricted marketable securities include available for sale securities, which are recorded at fair value. Unrealized gains and losses on available for sale securities that are deemed temporary are recorded as a separate component of stockholders’ equity. If any adjustment to fair value reflects a significant decline in the value of the security, we consider all available evidence to evaluate the extent to which the decline is "other than temporary". Credit losses are identified when we do not expect to receive cash flows sufficient to recover the amortized cost basis of a security. In the event of a credit loss, only the amount associated with the credit loss is recognized in earnings, with the amount of loss relating to other factors recorded as a separate component of stockholders’ equity. | |||||||||||||
Inventory, Policy [Policy Text Block] | Inventories | ||||||||||||
Inventories consist generally of food and supplies and are valued at the lower of cost or market, with cost determined on a first-in, first-out (FIFO) basis. | |||||||||||||
Finance, Loans and Leases Receivable, Policy [Policy Text Block] | Mortgage and Other Notes Receivable | ||||||||||||
In accordance with Accounting Standards Codification ("ASC") Topic 310, Receivables, NHC evaluates the carrying values of its mortgage and other notes receivable on an instrument by instrument basis. On a quarterly basis, NHC reviews its notes receivable for recoverability when events or circumstances, including the non-receipt of contractual principal and interest payments, significant deteriorations of the financial condition of the borrower and significant adverse changes in general economic conditions, indicate that the carrying amount of the note receivable may not be recoverable. If necessary, impairment is measured as the amount by which the carrying amount exceeds the discounted cash flows expected to be received under the note receivable or, if foreclosure is probable, the fair value of the collateral securing the note receivable. | |||||||||||||
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. | |||||||||||||
Expenditures for repairs and maintenance are charged against income as incurred. Betterments, which significantly extend the useful life, are capitalized. We remove the costs and related allowances for accumulated depreciation or amortization from the accounts for properties sold or retired, and any resulting gains or losses are included in income. | |||||||||||||
In accordance with ASC Topic 360, Property, Plant, and Equipment, we evaluate the recoverability of the carrying values of our properties on a property by property basis. We review our properties for recoverability when events or circumstances, including significant physical changes in the property, significant adverse changes in general economic conditions, and significant deteriorations of the underlying cash flows of the property, indicate that the carrying amount of the property may not be recoverable. The need to recognize impairment is based on estimated future undiscounted cash flows from a property over the remaining useful life compared to the carrying value of that property. If recognition of impairment is necessary, it is measured as the amount by which the carrying amount of the property exceeds the estimated fair value of the property. | |||||||||||||
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill | ||||||||||||
The Company accounts for goodwill under ASC Topic 350, Intangibles - Goodwill and Other. Under the provisions of this guidance, goodwill and intangible assets with indefinite useful lives are not amortized but are subject to impairment tests based on their estimated fair value. Unamortized goodwill is continually reviewed for impairment in accordance with ASC. The Company performs its annual impairment assessment on the first day of the fourth quarter. | |||||||||||||
Liability Reserve Estimate, Policy [Policy Text Block] | Accrued Risk Reserves | ||||||||||||
We are principally self-insured for risks related to employee health insurance and utilize wholly-owned limited purpose insurance companies for workers’ compensation and professional liability claims. Accrued risk reserves primarily represent the accrual for risks associated with employee health insurance, workers’ compensation and professional liability claims. The accrued risk reserves include a liability for unpaid reported claims and estimates for incurred but unreported claims. Our policy with respect to a significant portion of our workers’ compensation and professional and general liability claims is to use an actuary to estimate our exposure for claims obligation (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, with changes in estimated losses being recorded in the consolidated statements of income in the period first identified. | |||||||||||||
Other Current Liabilities, Policy [Policy Text Block] | Other Current Liabilities | ||||||||||||
Other current liabilities primarily represent accruals for current federal and state income taxes, real estate taxes and other current liabilities. | |||||||||||||
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 December 31, 2014 and December 31, 2013 were $10,219,000 and $10,720,000, respectively. | |||||||||||||
Obligation to Provide Future Services | |||||||||||||
We annually estimate the present value of the net cost of future services and the use of facilities to be provided to the current CCRC residents and compare 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. At December 31, 2014 and 2013, we have recorded a future service obligation in the amounts of $3,927,000 and $3,689,000, respectively. | |||||||||||||
Income Tax Uncertainties, Policy [Policy Text Block] | Other Noncurrent Liabilities | ||||||||||||
Other noncurrent liabilities include reserves primarily related to various uncertain income tax positions (see Note 12). | |||||||||||||
Revenue Recognition, Deferred Revenue [Policy Text Block] | Deferred Revenue | ||||||||||||
Deferred revenue includes the deferred gain on the sale of assets to National (as discussed in Note 2) and entrance fees that have been and are currently being received upon reservation and occupancy in the independent living centers we operate. The non-refundable portion (10%) of the entrance fee is included in deferred revenue and is being recognized over the remaining life expectancies of the residents. | |||||||||||||
Income Tax, Policy [Policy Text Block] | Income Taxes | ||||||||||||
We utilize ASC Topic 740, Income Taxes, which requires an asset and liability approach for financial accounting and reporting for income taxes. Under this guidance, deferred tax assets and liabilities are determined based upon differences between financial reporting and tax basis of assets and liabilities and are measured using the enacted tax laws that will be in effect when the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. See Note 12 for further discussion of our accounting for income taxes. | |||||||||||||
Also under ASC Topic 740, Income Taxes, tax positions are evaluated for recognition using a more-likely-than-not threshold, and those tax positions requiring recognition are measured at the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. Liabilities for income tax matters include amounts for income taxes, applicable penalties, and interest thereon and are the result of the potential alternative interpretations of tax laws and the judgmental nature of the timing of recognition of taxable income. | |||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation | ||||||||||||
Stock-based awards granted include stock options, restricted stock units, and stock purchased under our employee stock purchase plan. Stock-based compensation cost is measured at the grant date, based on the fair value of the awards, and is recognized as expense over the requisite service period only for those equity awards expected to vest. | |||||||||||||
The fair value of the restricted stock units is determined based on the stock price on the date of grant. We estimated the fair value of stock options and stock purchased under our employee stock purchase plan using the Black-Scholes model. This model utilizes the estimated fair value of common stock and requires that, at the date of grant, we use the expected term of the grant, the expected volatility of the price of our common stock, risk-free interest rates and expected dividend yield of our common stock. The fair value is amortized on a straight-line basis over the requisite service periods of the awards. | |||||||||||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risks | ||||||||||||
Our credit risks primarily relate to cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, marketable securities, restricted marketable securities and notes receivable. Cash and cash equivalents are primarily held in bank accounts and overnight investments. Restricted cash and cash equivalents is primarily invested in commercial paper and certificates of deposit with financial institutions and other interest bearing accounts. Accounts receivable consist primarily of amounts due from patients (funded through Medicare, Medicaid, other contractual programs and through private payors) and from other health care companies for management, accounting and other services. We perform continual credit evaluations of our clients and maintain allowances for doubtful accounts on these accounts receivable. Marketable securities and restricted marketable securities are held primarily in accounts with brokerage institutions. Notes receivable relate primarily to secured loans with health care facilities (recorded as notes receivable in the consolidated balance sheets) as discussed in Note 10. | |||||||||||||
At any point in time we have funds in our operating accounts and restricted cash accounts that are with third party financial institutions. These balances in the U.S. may exceed the Federal Deposit Insurance Corporation (FDIC) insurance limits. While we monitor the cash balances in our operating accounts, these cash and restricted cash balances could be impacted if the underlying financial institutions fail or could be subject to other adverse conditions in the financial markets. | |||||||||||||
Our financial instruments, principally our notes receivable, are subject to the possibility of loss of the carrying values as a result of the failure of other parties to perform according to their contractual obligations. We obtain various collateral and other protective rights, and continually monitor these rights in order to reduce such possibilities of loss. We evaluate the need to provide reserves for potential losses on our financial instruments based on management's periodic review of the portfolio on an instrument by instrument basis. See Note 10 for additional information on the notes receivable. | |||||||||||||
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income | ||||||||||||
ASC Topic 220, Comprehensive Income, requires that changes in the amounts of certain items, including unrealized gains and losses on marketable securities, be shown in the consolidated financial statements as comprehensive income. We report comprehensive income in the consolidated statements of comprehensive income and also in the consolidated statements of stockholders’ equity. | |||||||||||||
Segment Reporting, Policy [Policy Text Block] | Segment Disclosures | ||||||||||||
ASC Topic 280, Segment Reporting, establishes standards for the way that public business enterprises report information about operating segments in annual and interim financial reports issued to stockholders. Management believes that substantially all of our operations are part of the long-term health care industry segment. See Note 3 for a detail of other revenues provided within the long-term health care industry segment. Information about the costs and expenses associated with each of the components of other revenues is not separately identifiable. | |||||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements | ||||||||||||
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 “Revenue from Contracts with Customers”. This update is the result of a collaborative effort by the FASB and the International Accounting Standards Board to simplify revenue recognition guidance, remove inconsistencies in the application of revenue recognition, and to improve comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. The FASB is amending the Accounting Standards Codification and creating a new Topic 606, “Revenue from Contracts with Customers”. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. For a public entity, the amendments in this update are effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The Company is currently evaluating the impact of this guidance on our consolidated financial statements and control framework. | |||||||||||||
In April 2014, the FASB issued ASU 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. | |||||||||||||
Reclassification, Policy [Policy Text Block] | Reclassifications | ||||||||||||
Certain prior period amounts have been reclassified to conform to the current financial statement presentation, with no effect on the Company’s consolidated financial position, results of operations, or cash flows. |
Note_1_Summary_of_Significant_1
Note 1 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | Previously Reported Balance | Reclassification Amount | As-Adjusted Balance | ||||||||||
Restricted cash and cash equivalents (current assets section) | $ | 13,929 | $ | (3,631 | ) | $ | 10,298 | ||||||
Restricted cash and cash equivalents (other assets section) | - | 3,631 | 3,631 | ||||||||||
Restricted marketable securities (current assets section) | 142,003 | (127,976 | ) | 14,027 | |||||||||
Restricted marketable securities (other assets section) | - | 127,976 | 127,976 | ||||||||||
Accounts receivable (current assets section) | 85,511 | (5,655 | ) | 79,856 | |||||||||
Deposits and other assets (other assets section) | 1,153 | 5,655 | 6,808 | ||||||||||
Accrued risk reserves (current liability section) | 110,557 | (86,232 | ) | 24,325 | |||||||||
Accrued risk reserves (non-current liability section) | - | 86,232 | 86,232 | ||||||||||
Deferred income taxes (other assets section) | 14,531 | 3,633 | 18,164 | ||||||||||
Deferred income taxes (current liabilities section) | 21,157 | 3,633 | 24,790 |
Note_3_Other_Revenues_Tables
Note 3 - Other Revenues (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Other Revenues [Abstract] | |||||||||||||
Schedule of Other Revenues [Table Text Block] | Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Insurance services | $ | 7,215 | $ | 15,143 | $ | 15,671 | |||||||
Management and accounting service fees | 15,184 | 18,160 | 20,042 | ||||||||||
Rental income | 19,123 | 19,132 | 19,314 | ||||||||||
Other | 874 | 685 | 589 | ||||||||||
$ | 42,396 | $ | 53,120 | $ | 55,616 |
Note_4_Nonoperating_Income_Tab
Note 4 - Non-operating Income (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure Text Block [Abstract] | |||||||||||||
Schedule of Other Nonoperating Income, by Component [Table Text Block] | Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
(in thousands) | |||||||||||||
Equity in earnings of unconsolidated investments | $ | 6,675 | $ | 14,188 | $ | 13,616 | |||||||
Dividends and net realized gains on sales of securities | 5,957 | 5,216 | 7,006 | ||||||||||
Interest income | 4,550 | 5,237 | 4,623 | ||||||||||
Gain on the recovery of notes receivable | − | 5,454 | − | ||||||||||
$ | 17,182 | $ | 30,095 | $ | 25,245 |
Note_5_Longterm_Leases_Tables
Note 5 - Long-term Leases (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Leases [Abstract] | |||||||||
Schedule of Capital Leased Assets [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||
(in thousands) | |||||||||
Buildings and personal property | $ | 39,032 | $ | − | |||||
Accumulated amortization | (3,271 | ) | − | ||||||
$ | 35,761 | $ | − | ||||||
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 | 245,150 | 21,667 | |||||||
Total minimum lease payments | $ | 416,150 | $ | 47,667 | |||||
Less: Amounts representing interest | (11,071 | ) | |||||||
Present value of minimum lease payments | 36,596 | ||||||||
Less: Current portion | (3,088 | ) | |||||||
Long-term capital lease obligations | $ | 33,508 |
Note_6_Earnings_Per_Share_Tabl
Note 6 - Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
(dollars in thousands, except share and per share amounts) | |||||||||||||
Basic: | |||||||||||||
Weighted average common shares outstanding | 13,816,095 | 13,829,626 | 13,852,709 | ||||||||||
Net income | $ | 53,369 | $ | 64,613 | $ | 59,300 | |||||||
Dividends to preferred stockholders | 8,670 | 8,671 | 8,671 | ||||||||||
Net income available to common stockholders | $ | 44,699 | $ | 55,942 | $ | 50,629 | |||||||
Earnings per common share, basic | $ | 3.24 | $ | 4.05 | $ | 3.65 | |||||||
Diluted: | |||||||||||||
Weighted average common shares outstanding | 13,816,095 | 13,829,626 | 13,852,709 | ||||||||||
Dilutive effect of stock options | 73,678 | 9,091 | 8,019 | ||||||||||
Dilutive effect of restricted stock | 3,691 | 4,740 | 5,526 | ||||||||||
Dilutive effect of contingent issuable stock | 328,669 | 232,118 | 109,233 | ||||||||||
Convertible preferred stock | − | 2,623,228 | 2,623,329 | ||||||||||
Assumed average common shares outstanding | 14,222,133 | 16,698,803 | 16,598,816 | ||||||||||
Net income available to common stockholders | $ | 44,699 | $ | 55,942 | $ | 50,629 | |||||||
Add dilutive preferred stock dividends for effect of assumed conversion of preferred stock | − | 8,671 | 8,671 | ||||||||||
Net income for diluted earnings per common share | $ | 44,699 | $ | 64,613 | $ | 59,300 | |||||||
Earnings per common share, diluted | $ | 3.14 | $ | 3.87 | $ | 3.57 |
Note_7_Investments_in_Marketab1
Note 7 - Investments in Marketable Securities (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||||||
Available-for-sale Securities [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||||||||||||||||||
(in thousands) | Amortized | Fair | Amortized | Fair | |||||||||||||||||||||
Cost | Value | Cost | Value | ||||||||||||||||||||||
Investments available for sale: | |||||||||||||||||||||||||
Marketable equity securities | $ | 30,176 | $ | 132,535 | $ | 30,176 | $ | 105,009 | |||||||||||||||||
Restricted investments available for sale: | |||||||||||||||||||||||||
Corporate debt securities | 68,594 | 68,916 | 65,852 | 65,006 | |||||||||||||||||||||
Commercial mortgage-backed securities | 63,351 | 63,252 | 46,977 | 45,856 | |||||||||||||||||||||
U.S. Treasury securities | 14,623 | 14,728 | 22,932 | 22,841 | |||||||||||||||||||||
State and municipal securities | 11,074 | 11,377 | 8,123 | 8,300 | |||||||||||||||||||||
$ | 187,818 | $ | 290,808 | $ | 174,060 | $ | 247,012 | ||||||||||||||||||
Schedule of Available-for-sale Securities Reconciliation [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||||||||||||||||||
Shares | Cost | Fair | Shares | Cost | Fair | ||||||||||||||||||||
Value | Value | ||||||||||||||||||||||||
NHI Common Stock | 1,630,642 | $ | 24,734 | $ | 114,080 | 1,630,642 | $ | 24,734 | $ | 91,479 | |||||||||||||||
Investments Classified by Contractual Maturity Date [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||||||||||||||||||
(in thousands) | Cost | Fair Value | Cost | Fair Value | |||||||||||||||||||||
Maturities: | |||||||||||||||||||||||||
Within 1 year | $ | 11,161 | $ | 11,190 | $ | 9,279 | $ | 9,324 | |||||||||||||||||
1 to 5 years | 83,542 | 84,028 | 91,787 | 92,011 | |||||||||||||||||||||
6 to 10 years | 58,863 | 58,872 | 40,387 | 38,335 | |||||||||||||||||||||
Over 10 years | 4,076 | 4,183 | 2,431 | 2,333 | |||||||||||||||||||||
$ | 157,642 | $ | 158,273 | $ | 143,884 | $ | 142,003 |
Note_8_Fair_Value_Measurements1
Note 8 - Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 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-Dec-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 | $ | 69,767 | $ | 69,767 | $ | - | $ | - | |||||||||
Restricted cash and cash equivalents | 10,651 | 10,651 | - | - | |||||||||||||
Marketable equity securities | 132,535 | 132,535 | - | - | |||||||||||||
Corporate debt securities | 68,916 | 39,909 | 29,007 | - | |||||||||||||
Commercial mortgage-backed securities | 63,252 | - | 63,252 | - | |||||||||||||
U.S. Treasury securities | 14,728 | 14,728 | - | - | |||||||||||||
State and municipal securities | 11,377 | 2,216 | 9,161 | - | |||||||||||||
Total financial assets | $ | 371,226 | $ | 269,806 | $ | 101,420 | $ | - | |||||||||
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_9_Property_and_Equipment_
Note 9 - Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment [Table Text Block] | December 31, | ||||||||
2014 | 2013 | ||||||||
(in thousands) | |||||||||
Land | $ | 58,672 | $ | 57,272 | |||||
Leasehold improvements | 98,302 | 94,066 | |||||||
Buildings and improvements | 487,021 | 427,471 | |||||||
Furniture and equipment | 142,110 | 134,255 | |||||||
Construction in progress | 35,687 | 21,618 | |||||||
821,792 | 734,682 | ||||||||
Less: Accumulated depreciation | (307,048 | ) | (277,884 | ) | |||||
$ | 514,744 | $ | 456,798 |
Note_11_Longterm_Debt_Tables
Note 11 - Long-term Debt (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||
Schedule of Debt [Table Text Block] | Weighted | |||||||||||||
Average | December 31, | |||||||||||||
Interest Rate | Maturities | 2014 | 2013 | |||||||||||
Revolving Credit Facility, interest payable monthly | Variable, | 2015 | $ | - | $ | - | ||||||||
0.90% | ||||||||||||||
Unsecured term note payable to National, interest payable quarterly, principal payable at maturity | Variable, | 2018 | 10,000 | 10,000 | ||||||||||
2.80% | ||||||||||||||
10,000 | 10,000 | |||||||||||||
Less current portion | - | - | ||||||||||||
$ | 10,000 | $ | 10,000 | |||||||||||
Schedule of Maturities of Long-term Debt [Table Text Block] | Long-Term | |||||||||||||
Debt | ||||||||||||||
(in thousands) | ||||||||||||||
2015 | $ | − | ||||||||||||
2016 | − | |||||||||||||
2017 | − | |||||||||||||
2018 | 10,000 | |||||||||||||
2019 | − | |||||||||||||
Total | $ | 10,000 |
Note_12_Income_Taxes_Tables
Note 12 - Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in thousands) | |||||||||||||||||
Current Tax Provision | |||||||||||||||||
Federal | $ | 30,235 | $ | 34,680 | $ | 29,147 | |||||||||||
State | 3,095 | 5,588 | 4,010 | ||||||||||||||
33,330 | 40,268 | 33,157 | |||||||||||||||
Deferred Tax Provision | |||||||||||||||||
Federal | (1,172 | ) | (2,226 | ) | 892 | ||||||||||||
State | (334 | ) | (479 | ) | 132 | ||||||||||||
(1,506 | ) | (2,705 | ) | 1,024 | |||||||||||||
Income Tax Provision | $ | 31,824 | $ | 37,563 | $ | 34,181 | |||||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands) | |||||||||||||||||
Current deferred tax asset: | |||||||||||||||||
Allowance for doubtful accounts receivable | $ | 2,138 | $ | 1,802 | |||||||||||||
Accrued risk reserves | 964 | 857 | |||||||||||||||
Accrued expenses | 3,635 | 3,593 | |||||||||||||||
6,737 | 6,252 | ||||||||||||||||
Current deferred tax liability: | |||||||||||||||||
Unrealized gains on marketable securities | (39,958 | ) | (29,120 | ) | |||||||||||||
Other | (2,284 | ) | (1,922 | ) | |||||||||||||
(42,242 | ) | (31,042 | ) | ||||||||||||||
Net current deferred tax liability | $ | (35,505 | ) | $ | (24,790 | ) | |||||||||||
Noncurrent deferred tax asset: | |||||||||||||||||
Unrealized gains on marketable securities | $ | (183 | ) | $ | 593 | ||||||||||||
Financial reporting depreciation in excess of tax depreciation | 7,191 | 5,872 | |||||||||||||||
Deferred gain on sale of assets (net) | (3,135 | ) | (3,135 | ) | |||||||||||||
Tax basis intangible asset in excess of financial reporting basis | (409 | ) | 127 | ||||||||||||||
Stock-based compensation | 2,879 | 2,214 | |||||||||||||||
Long-term investments | (2,445 | ) | (2,276 | ) | |||||||||||||
Nonrefundable entrance fees | 129 | 45 | |||||||||||||||
Refundable entrance fees | 1,739 | 1,647 | |||||||||||||||
Obligation to provide future services | 1,532 | 1,439 | |||||||||||||||
Accrued risk reserves, less current portion | 2,295 | 3,040 | |||||||||||||||
Accrued expenses | 2,910 | 2,502 | |||||||||||||||
Deferred revenue | 6,197 | 6,096 | |||||||||||||||
Net noncurrent deferred tax asset | $ | 18,700 | $ | 18,164 | |||||||||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in thousands) | |||||||||||||||||
Tax provision at federal statutory rate | $ | 29,818 | $ | 35,762 | $ | 32,718 | |||||||||||
Increase (decrease) in income taxes resulting from: | |||||||||||||||||
State, net of federal benefit | 2,207 | 2,325 | 3,261 | ||||||||||||||
Nondeductible expenses | 363 | 197 | 118 | ||||||||||||||
Insurance expense | 27 | 35 | 39 | ||||||||||||||
Other, net | 439 | (258 | ) | 823 | |||||||||||||
Unrecognized tax benefits | 512 | 1,107 | 409 | ||||||||||||||
Expiration of statute of limitations | (1,542 | ) | (1,605 | ) | (3,187 | ) | |||||||||||
2,006 | 1,801 | 1,463 | |||||||||||||||
Effective income tax expense | $ | 31,824 | $ | 37,563 | $ | 34,181 | |||||||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | Deferred Tax Asset | Liability For Unrecognized Tax Benefits | Liability For Interest and Penalties | Liability Total | |||||||||||||
Balance, January 1, 2012 | $ | 9,926 | $ | 13,765 | $ | 2,479 | $ | 16,244 | |||||||||
Additions based on tax positions related to the current year | − | 1,695 | 185 | 1,880 | |||||||||||||
Additions for tax positions of prior years | 728 | 845 | 170 | 1,015 | |||||||||||||
Reductions for statute of limitation expirations | (1,999 | ) | (4,309 | ) | (940 | ) | (5,249 | ) | |||||||||
Balance, December 31, 2012 | 8,655 | 11,996 | 1,894 | 13,890 | |||||||||||||
Additions based on tax positions related to the current year | − | 1,832 | 198 | 2,030 | |||||||||||||
Additions for tax positions of prior years | 2,120 | 1,427 | 641 | 2,068 | |||||||||||||
Reductions for statute of limitation expirations | (2,177 | ) | (2,802 | ) | (661 | ) | (3,463 | ) | |||||||||
Balance, December 31, 2013 | 8,598 | 12,453 | 2,072 | 14,525 | |||||||||||||
Additions based on tax positions related to the current year | − | 2,008 | 216 | 2,224 | |||||||||||||
Additions for tax positions of prior years | 2,032 | 1,218 | 706 | 1,924 | |||||||||||||
Reductions for statute of limitation expirations | (1,523 | ) | (2,059 | ) | (603 | ) | (2,662 | ) | |||||||||
Balance, December 31, 2014 | $ | 9,107 | $ | 13,620 | $ | 2,391 | $ | 16,011 |
Note_14_Stockbased_Compensatio1
Note 14 - Stock-based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Risk-free interest rate | 0.52 | % | 0.25 | % | 0.28 | % | |||||||
Expected volatility | 17.3 | % | 31.3 | % | 38.8 | % | |||||||
Expected life, in years | 2.2 | 2.1 | 2.1 | ||||||||||
Expected dividend yield | 2.68 | % | 2.81 | % | 2.91 | % | |||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Number of Shares | Weighted Average Exercise Price | Aggregate Intrinsic Value | ||||||||||
Options outstanding at January 1, 2012 | 1,482,077 | $ | 46.92 | $ | − | ||||||||
Options granted | 63,516 | 44.28 | − | ||||||||||
Options exercised | (295,371 | ) | 45.41 | − | |||||||||
Options cancelled | (115,620 | ) | 50.99 | − | |||||||||
Options outstanding at December 31, 2012 | 1,134,602 | 46.75 | − | ||||||||||
Options granted | 57,672 | 47.95 | − | ||||||||||
Options exercised | (19,722 | ) | 45.63 | − | |||||||||
Options cancelled | (98,000 | ) | 51.11 | − | |||||||||
Options outstanding at December 31, 2013 | 1,074,552 | 46.44 | − | ||||||||||
Options granted | 57,716 | 53.1 | − | ||||||||||
Options exercised | (157,590 | ) | 45.97 | − | |||||||||
Options cancelled | (20,000 | ) | 46.69 | − | |||||||||
Options outstanding at December 31, 2014 | 954,678 | $ | 46.92 | $ | 15,202,000 | ||||||||
Options exercisable at December 31, 2014 | 158,573 | $ | 48.06 | $ | 2,344,000 | ||||||||
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-Dec-14 | Life in Years | ||||||||||||
909,678 | $44.80 - $47.45 | $ | 46.62 | 1.3 | |||||||||
45,000 | $52.93 | $ | 52.93 | 4.3 | |||||||||
954,678 | $ | 46.92 | 1.5 | ||||||||||
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 | ||||||||||||
Unvested restricted shares at January 1, 2012 | 24,000 | $ | 34.46 | $ | − | ||||||||
Award shares granted | − | − | − | ||||||||||
Award shares vested | 6,000 | 34.46 | − | ||||||||||
Unvested restricted shares at December 31, 2012 | 18,000 | 34.46 | − | ||||||||||
Award shares granted | − | − | − | ||||||||||
Award shares vested | 6,000 | 34.46 | − | ||||||||||
Unvested restricted shares at December 31, 2013 | 12,000 | 34.46 | − | ||||||||||
Award shares granted | − | − | − | ||||||||||
Award shares vested | 6,000 | 34.46 | − | ||||||||||
Unvested restricted shares at December 31, 2014 | 6,000 | $ | 34.46 | $ | 170,000 |
Note_16_Equity_Method_Investme1
Note 16 - Equity Method Investment in Caris HealthCare, L.P. (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||||||
Equity Method Investments [Table Text Block] | December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
( in thousands) | |||||||||||||
Current assets | $ | 20,922 | $ | 25,212 | $ | 30,731 | |||||||
Noncurrent assets | 11,540 | 11,685 | 9,051 | ||||||||||
Liabilities | 7,305 | 8,879 | 9,365 | ||||||||||
Partners’ capital | 25,157 | 28,018 | 30,417 | ||||||||||
Revenue | 51,441 | 58,918 | 59,422 | ||||||||||
Expenses | 40,908 | 40,112 | 40,341 | ||||||||||
Net income | 10,533 | 18,806 | 19,081 |
Note_20_Selected_Quarterly_Fin1
Note 20 - Selected Quarterly Financial Data (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | 2014 | 1st Quarter | 2nd Quarter | 3rd Quarter | 4th Quarter | ||||||||||||
Net Operating Revenues | $ | 210,531 | $ | 216,555 | $ | 218,223 | $ | 226,374 | |||||||||
Income Before Non-Operating Income | 16,988 | 16,083 | 14,736 | 20,204 | |||||||||||||
Non-Operating Income | 4,572 | 4,281 | 3,937 | 4,392 | |||||||||||||
Net Income | 13,229 | 12,511 | 12,829 | 14,800 | |||||||||||||
Preferred Dividends | 2,168 | 2,167 | 2,167 | 2,168 | |||||||||||||
Net Income Available to Common Stockholders | 11,061 | 10,344 | 10,662 | 12,632 | |||||||||||||
Basic Earnings Per Share | 0.8 | 0.75 | 0.77 | 0.92 | |||||||||||||
Diluted Earnings Per Share | 0.78 | 0.72 | 0.75 | 0.88 | |||||||||||||
2013 | 1st Quarter | 2nd Quarter | 3rd Quarter | 4th Quarter | |||||||||||||
Net Operating Revenues | $ | 194,378 | $ | 192,011 | $ | 195,772 | $ | 206,796 | |||||||||
Income Before Non-Operating Income | 15,996 | 17,001 | 19,265 | 19,819 | |||||||||||||
Non-Operating Income | 6,618 | 6,632 | 11,171 | 5,674 | |||||||||||||
Net Income | 13,805 | 14,342 | 19,877 | 16,589 | |||||||||||||
Preferred Dividends | 2,168 | 2,168 | 2,167 | 2,168 | |||||||||||||
Net Income Available to Common Stockholders | 11,637 | 12,174 | 17,710 | 14,421 | |||||||||||||
Basic Earnings Per Share | 0.84 | 0.88 | 1.28 | 1.04 | |||||||||||||
Diluted Earnings Per Share | 0.82 | 0.86 | 1.19 | 0.99 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||||||
Summary of Valuation Allowance [Table Text Block] | Column A | Column B | Column C | Column D | Column E | ||||||||||||||||
Additions | |||||||||||||||||||||
Description | Balance- | Charged to | Charged | Deductions | Balance- | ||||||||||||||||
Beginning | Costs and | to other | End of | ||||||||||||||||||
of Period | Expenses | Accounts | Period | ||||||||||||||||||
For the year ended December 31, 2012 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 3,713 | $ | 2,455 | $ | − | $ | 3,002 | -1 | $ | 3,166 | ||||||||||
Accrued risk reserves | $ | 98,732 | $ | 67,900 | $ | − | $ | 56,301 | $ | 110,331 | |||||||||||
For the year ended December 31, 2013 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 3,166 | $ | 5,226 | $ | − | $ | 3,420 | -1 | $ | 4,972 | ||||||||||
Accrued risk reserves | $ | 110,331 | $ | 57,515 | $ | − | $ | 57,289 | $ | 110,557 | |||||||||||
For the year ended December 31, 2014 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 4,972 | $ | 6,228 | $ | − | $ | 5,462 | -1 | $ | 5,738 | ||||||||||
Accrued risk reserves | $ | 110,557 | $ | 62,083 | $ | − | $ | 65,896 | $ | 106,744 |
Note_1_Summary_of_Significant_2
Note 1 - Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Number of States in which Entity Operates | 10 | ||
Homecare Services Anticipated Payment Deferred RevenuePercentage | 60.00% | ||
Provision for Doubtful Accounts | $6,228,000 | $5,226,000 | $2,455,000 |
General and Administrative Expense | 36,200,000 | 40,900,000 | 39,300,000 |
Continuing Care Retirement Communities Advance Fees, Obligation for Future Services, Amount | 3,927,000 | 3,689,000 | |
Medicare and Medicaid [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Allowance for Doubtful Accounts Receivable | 22,931,000 | 21,619,000 | |
Building and Building Improvements [Member] | Minimum [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Property, Plant and Equipment, Useful Life | 20 years | ||
Building and Building Improvements [Member] | Maximum [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Property, Plant and Equipment, Useful Life | 40 years | ||
Equipment and Furniture [Member] | Minimum [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Equipment and Furniture [Member] | Maximum [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Property, Plant and Equipment, Useful Life | 15 years | ||
Caris [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Equity Method Investment, Ownership Percentage | 75.10% | ||
Refundable Advance Fees [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Nonrefundable Resident Entry Fee Percentage | 10.00% | ||
Customer Refundable Fees | $10,219,000 | $10,720,000 | |
Original Entry Fee [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Refundable Resident Entry Fee Percentage | 90.00% | ||
Appreciation [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Appreciation of Apartment Over Original Resident's Entry Fee, Percentage | 40.00% | ||
Percent of Revenues Derived from Medicare, Medicaid, and Other Government Programs [Member] | |||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration Risk, Percentage | 65.00% |
Note_1_Summary_of_Significant_3
Note 1 - Summary of Significant Accounting Policies (Details) - Reclassified Balance Sheet Items (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Restricted cash and cash equivalents (current assets section) | $7,020 | $10,298 |
Restricted cash and cash equivalents (other assets section) | 3,631 | 3,631 |
Restricted marketable securities (current assets section) | 19,805 | 14,027 |
Restricted marketable securities (other assets section) | 138,468 | 127,976 |
Accounts receivable (current assets section) | 78,843 | 79,856 |
Deposits and other assets (other assets section) | 8,791 | 6,808 |
Accrued risk reserves (current liability section) | 26,825 | 24,325 |
Accrued risk reserves (non-current liability section) | 79,393 | 86,232 |
Deferred income taxes (other assets section) | 18,700 | 18,164 |
Deferred income taxes (current liabilities section) | 35,506 | 24,790 |
Scenario, Previously Reported [Member] | ||
Restricted cash and cash equivalents (current assets section) | 13,929 | |
Restricted marketable securities (current assets section) | 142,003 | |
Accounts receivable (current assets section) | 85,511 | |
Deposits and other assets (other assets section) | 1,153 | |
Accrued risk reserves (current liability section) | 110,557 | |
Deferred income taxes (other assets section) | 14,531 | |
Deferred income taxes (current liabilities section) | 21,157 | |
Restatement Adjustment [Member] | ||
Restricted cash and cash equivalents (current assets section) | -3,631 | |
Restricted cash and cash equivalents (other assets section) | 3,631 | |
Restricted marketable securities (current assets section) | -127,976 | |
Restricted marketable securities (other assets section) | 127,976 | |
Accounts receivable (current assets section) | -5,655 | |
Deposits and other assets (other assets section) | 5,655 | |
Accrued risk reserves (current liability section) | -86,232 | |
Accrued risk reserves (non-current liability section) | 86,232 | |
Deferred income taxes (other assets section) | 3,633 | |
Deferred income taxes (current liabilities section) | $3,633 |
Note_2_Relationship_with_Natio1
Note 2 - Relationship with National Health Corporation (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
National [Member] | Common Stock [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Shares, Outstanding (in Shares) | 1,046,147 | ||
Equity Owned by Related Parties | 7.40% | ||
National [Member] | Preferred Stock [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Shares, Outstanding (in Shares) | 1,271,147 | ||
Equity Owned by Related Parties | 11.70% | ||
National [Member] | Loans Payable [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Notes Payable, Related Parties | $10,000,000 | ||
Debt Instrument, Basis Spread on Variable Rate | 0.85% | ||
National [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Deferred Revenue | 2,000,000 | ||
Payroll and Related Services, Administrative Fee, Percentage | 1.00% | ||
Salaries, Wages and Officers' Compensation | 510,249,000 | 453,560,000 | 426,934,000 |
Payment for Administrative Fees | 4,395,000 | 3,693,000 | 3,862,000 |
Due from Related Parties | 2,155,000 | 5,785,000 | |
National HealthCare [Member] | Line of Credit [Member] | Prime Rate [Member] | National [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||
Long-term Line of Credit | 0 | ||
National HealthCare [Member] | Line of Credit [Member] | National [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $2,000,000 | ||
National [Member] | |||
Note 2 - Relationship with National Health Corporation (Details) [Line Items] | |||
Number of Skilled Nursing Centers | 5 |
Note_3_Other_Revenues_Details
Note 3 - Other Revenues (Details) (USD $) | 12 Months Ended | 324 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Oct. 01, 2014 | |
Cancelled Accounting and Financial Servicies [Member] | |||||
Note 3 - Other Revenues (Details) [Line Items] | |||||
Number of Healthcare Facilities | 7 | ||||
Accounting and Financial Services Provided [Member] | |||||
Note 3 - Other Revenues (Details) [Line Items] | |||||
Number of Healthcare Facilities | 20 | 20 | |||
Workers Compensation Premium Revenue [Member] | |||||
Note 3 - Other Revenues (Details) [Line Items] | |||||
Health Care Organization, Premium Revenue | $4,434,000 | $7,720,000 | $5,438,000 | ||
Proceeds from Insurance Settlement, Operating Activities | 2,769,000 | ||||
Professional Liability Insurance [Member] | |||||
Note 3 - Other Revenues (Details) [Line Items] | |||||
Health Care Organization, Premium Revenue | 2,781,000 | 3,418,000 | 4,203,000 | ||
National [Member] | |||||
Note 3 - Other Revenues (Details) [Line Items] | |||||
Number of Skilled Nursing Centers | 5 | 5 | |||
Management Fees Revenue | 3,544,000 | 3,491,000 | 3,397,000 | 41,165,000 | |
Unbilled Receivables, Current | 21,338,000 | 21,349,000 | 21,333,000 | 21,338,000 | |
Other Nursing Centers [Member] | |||||
Note 3 - Other Revenues (Details) [Line Items] | |||||
Number of Skilled Nursing Centers | 21 | ||||
Management Fees Revenue | $2,205,000 | $4,413,000 | $6,999,000 | ||
Number of Skilled Nursing Centers Leased From NHI | 7 | 7 |
Note_3_Other_Revenues_Details_
Note 3 - Other Revenues (Details) - Summary of Other Revenues (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 3 - Other Revenues (Details) - Summary of Other Revenues [Line Items] | |||
Other Revenues | $42,396 | $53,120 | $55,616 |
Insurance Services [Member] | |||
Note 3 - Other Revenues (Details) - Summary of Other Revenues [Line Items] | |||
Other Revenues | 7,215 | 15,143 | 15,671 |
Management and Accounting Services Fees [Member] | |||
Note 3 - Other Revenues (Details) - Summary of Other Revenues [Line Items] | |||
Other Revenues | 15,184 | 18,160 | 20,042 |
Rental Income [Member] | |||
Note 3 - Other Revenues (Details) - Summary of Other Revenues [Line Items] | |||
Other Revenues | 19,123 | 19,132 | 19,314 |
Other Income [Member] | |||
Note 3 - Other Revenues (Details) - Summary of Other Revenues [Line Items] | |||
Other Revenues | $874 | $685 | $589 |
Note_4_Nonoperating_Income_Det
Note 4 - Non-operating Income (Details) (Caris [Member]) | Dec. 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 $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 4 - Non-operating Income (Details) - Non-operating Income [Line Items] | |||
Non-operating Income | $17,182 | $30,095 | $25,245 |
Equity in Earnings of Unconsolidated Investments [Member] | |||
Note 4 - Non-operating Income (Details) - Non-operating Income [Line Items] | |||
Non-operating Income | 6,675 | 14,188 | 13,616 |
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 | 5,957 | 5,216 | 7,006 |
Interest Income [Member] | |||
Note 4 - Non-operating Income (Details) - Non-operating Income [Line Items] | |||
Non-operating Income | 4,550 | 5,237 | 4,623 |
Gain on Recovery of Notes Receivable [Member] | |||
Note 4 - Non-operating Income (Details) - Non-operating Income [Line Items] | |||
Non-operating Income | $5,454 |
Note_5_Longterm_Leases_Details
Note 5 - Long-term Leases (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2010 | Dec. 31, 2014 | Dec. 26, 2012 | Jan. 01, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | |
Note 5 - Long-term Leases (Details) [Line Items] | |||||||
Number of Additional Lease Options | 5 | ||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 10 years | ||||||
Skilled Nursing Facility [Member] | Capital Lease [Member] | |||||||
Note 5 - Long-term Leases (Details) [Line Items] | |||||||
Number of Facilities Under Capitalized Lease | 2 | ||||||
Capital Lease [Member] | |||||||
Note 5 - Long-term Leases (Details) [Line Items] | |||||||
Number of Facilities Under Capitalized Lease | 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% | ||||||
Two Leases with NHI [Member] | |||||||
Note 5 - Long-term Leases (Details) [Line Items] | |||||||
Number of Skilled Nursing Centers Leased From NHI | 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 | ||||||
Lease One with NHI [Member] | |||||||
Note 5 - Long-term Leases (Details) [Line Items] | |||||||
Number of Additional Lease Options | 2 | 3 | |||||
Term of Additional Lease Option | 5 years | ||||||
Number of Skilled Nursing Facilities Subleased | 4 | ||||||
Number of Corporations Subleased To | 4 | ||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 15 years | ||||||
Operating Leases, Year of Expiration | 2026 | ||||||
Operating Leases, Rent Expense, Minimum Rentals (in Dollars) | 30,750,000 | ||||||
Operating Lease Additional Percentage Rent Percentage | 4.00% | ||||||
Operating Leases, Percentage Rent Expense (in Dollars) | 2,334,000 | 2,526,000 | 2,591,000 | ||||
Lease 2 with NHI [Member] | |||||||
Note 5 - Long-term Leases (Details) [Line Items] | |||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 15 years | ||||||
Operating Leases, Rent Expense, Minimum Rentals (in Dollars) | 3,450,000 | ||||||
Operating Lease Additional Percentage Rent Percentage | 4.00% | ||||||
Number of Skilled Nursing Centers | 7 | ||||||
Facility Purchase Price (in Dollars) | $49,000,000,000 |
Note_5_Longterm_Leases_Details1
Note 5 - Long-term Leases (Details) - Fixed Assets Recorded under Capital Leases (Buildings and Personal Property [Member], USD $) | Dec. 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 | -3,271 | 0 |
$35,761 | $0 |
Note_5_Longterm_Leases_Details2
Note 5 - Long-term Leases (Details) - Future Minimum Lease Payments (USD $) | Dec. 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 | 245,150 |
Thereafter | 21,667 |
Total minimum lease payments | 416,150 |
Total minimum lease payments | 47,667 |
Less: Amounts representing interest | -11,071 |
Present value of minimum lease payments | 36,596 |
Less: Current portion | -3,088 |
Long-term capital lease obligations | $33,508 |
Note_6_Earnings_Per_Share_Deta
Note 6 - Earnings Per Share (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Incentive Stock Option [Member] | |||
Note 6 - Earnings Per Share (Details) [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 929,000 | 1,068,302 |
Common Shares Issuable Upon Conversion Of Preferred Stock [Member] | |||
Note 6 - Earnings Per Share (Details) [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,622,956 |
Note_6_Earnings_Per_Share_Deta1
Note 6 - 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 | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 6 - Earnings Per Share (Details) - Summary of Earnings and Weighted Average Number of Common Shares Used in Calculation of Basic and Diluted Earnings Per Share [Line Items] | |||||||||||
Weighted average common shares outstanding, basic | 13,816,095 | 13,829,626 | 13,852,709 | ||||||||
Dilutive effect of contingent issuable stock | 328,669 | 232,118 | 109,233 | ||||||||
Convertible preferred stock | 2,623,228 | 2,623,329 | |||||||||
Assumed average common shares outstanding | 14,222,133 | 16,698,803 | 16,598,816 | ||||||||
Net income (in Dollars) | $14,800 | $12,829 | $12,511 | $13,229 | $16,589 | $19,877 | $14,342 | $13,805 | $53,369 | $64,613 | $59,300 |
Dividends to preferred stockholders (in Dollars) | 8,670 | 8,671 | 8,671 | ||||||||
Net income available to common stockholders (in Dollars) | 12,632 | 10,662 | 10,344 | 11,061 | 14,421 | 17,710 | 12,174 | 11,637 | 44,699 | 55,942 | 50,629 |
Add dilutive preferred stock dividends for effect of assumed conversion of preferred stock (in Dollars) | 8,671 | 8,671 | |||||||||
Net income for diluted earnings per common share (in Dollars) | $44,699 | $64,613 | $59,300 | ||||||||
Earnings per common share, diluted (in Dollars per share) | $0.88 | $0.75 | $0.72 | $0.78 | $0.99 | $1.19 | $0.86 | $0.82 | $3.14 | $3.87 | $3.57 |
Earnings per common share, basic (in Dollars per share) | $0.92 | $0.77 | $0.75 | $0.80 | $1.04 | $1.28 | $0.88 | $0.84 | $3.24 | $4.05 | $3.65 |
Equity Option [Member] | |||||||||||
Note 6 - Earnings Per Share (Details) - Summary of Earnings and Weighted Average Number of Common Shares Used in Calculation of Basic and Diluted Earnings Per Share [Line Items] | |||||||||||
Dilutive effect of securities | 73,678 | 9,091 | 8,019 | ||||||||
Restricted Stock [Member] | |||||||||||
Note 6 - Earnings Per Share (Details) - Summary of Earnings and Weighted Average Number of Common Shares Used in Calculation of Basic and Diluted Earnings Per Share [Line Items] | |||||||||||
Dilutive effect of securities | 3,691 | 4,740 | 5,526 |
Note_7_Investments_in_Marketab2
Note 7 - Investments in Marketable Securities (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Investments, Debt and Equity Securities [Abstract] | |||
Available-for-sale Securities, Gross Unrealized Gain | $103,814,000 | $75,702,000 | |
Available-for-sale Securities, Gross Unrealized Loss | 824,000 | 2,750,000 | |
Proceeds from Sale and Maturity of Marketable Securities | 48,786,000 | 81,389,000 | 62,649,000 |
Realized Investment Gains (Losses) | $379,000 | $39,000 | $1,640,000 |
Note_7_Investments_in_Marketab3
Note 7 - Investments in Marketable Securities (Details) - Marketable Securities and Restricted Marketable Securities (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Restricted investments available for sale: | ||
Amortized Cost | $157,642 | $143,884 |
187,818 | 174,060 | |
290,808 | 247,012 | |
Equity Securities [Member] | ||
Investments available for sale: | ||
Marketable equity securities | 30,176 | 30,176 |
Marketable equity securities | 132,535 | 105,009 |
Restricted investments available for sale: | ||
132,535 | 105,009 | |
Corporate Debt Securities [Member] | ||
Restricted investments available for sale: | ||
Amortized Cost | 68,594 | 65,852 |
Fair Value | 68,916 | 65,006 |
68,916 | 65,006 | |
Commercial Mortgage Backed Securities [Member] | ||
Restricted investments available for sale: | ||
Amortized Cost | 63,351 | 46,977 |
Fair Value | 63,252 | 45,856 |
63,252 | 45,856 | |
US Government Corporations and Agencies Securities [Member] | ||
Restricted investments available for sale: | ||
Amortized Cost | 14,623 | 22,932 |
Fair Value | 14,728 | 22,841 |
US States and Political Subdivisions Debt Securities [Member] | ||
Restricted investments available for sale: | ||
Amortized Cost | 11,074 | 8,123 |
Fair Value | 11,377 | 8,300 |
$11,377 | $8,300 |
Note_7_Investments_in_Marketab4
Note 7 - Investments in Marketable Securities (Details) - Available for Sale Marketable Equity Securities (NHI Common Stock [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
NHI Common Stock [Member] | ||
Note 7 - 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 | $114,080 | $91,479 |
Note_7_Investments_in_Marketab5
Note 7 - Investments in Marketable Securities (Details) - Amortized Cost and Estimated Fair Value of Debt Securities as Available for Sale (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Maturities: | ||
Within 1 year | $11,161 | $9,279 |
Within 1 year | 11,190 | 9,324 |
1 to 5 years | 83,542 | 91,787 |
1 to 5 years | 84,028 | 92,011 |
6 to 10 years | 58,863 | 40,387 |
6 to 10 years | 58,872 | 38,335 |
Over 10 years | 4,076 | 2,431 |
Over 10 years | 4,183 | 2,333 |
157,642 | 143,884 | |
$158,273 | $142,003 |
Note_8_Fair_Value_Measurements2
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Cash and cash equivalents | $69,767 | $81,705 |
Restricted cash and cash equivalents | 10,651 | 13,929 |
Available for sale securities | 290,808 | 247,012 |
Total financial assets | 371,226 | 342,646 |
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 132,535 | 105,009 |
Equity Securities [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 132,535 | 105,009 |
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 39,909 | |
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 29,007 | 65,006 |
Corporate Debt Securities [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 68,916 | 65,006 |
Commercial Mortgage Backed Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 63,252 | 45,856 |
Commercial Mortgage Backed Securities [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 63,252 | 45,856 |
US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 14,728 | 22,841 |
US Treasury Securities [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 14,728 | 22,841 |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 2,216 | |
US States and Political Subdivisions Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 9,161 | 8,300 |
US States and Political Subdivisions Debt Securities [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Available for sale securities | 11,377 | 8,300 |
Fair Value, Inputs, Level 1 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Cash and cash equivalents | 69,767 | 81,705 |
Restricted cash and cash equivalents | 10,651 | 13,929 |
Total financial assets | 269,806 | 223,484 |
Fair Value, Inputs, Level 2 [Member] | ||
Note 8 - Fair Value Measurements (Details) - Summary of Fair Value Measurements by Level [Line Items] | ||
Total financial assets | $101,420 | $119,162 |
Note_9_Property_and_Equipment_1
Note 9 - Property and Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Note 9 - Property and Equipment (Details) [Line Items] | ||
Construction in Progress, Gross | $35,687,000 | $21,618,000 |
Obligation to Complete [Member] | ||
Note 9 - Property and Equipment (Details) [Line Items] | ||
Construction in Progress, Gross | $25,541,000 |
Note_9_Property_and_Equipment_2
Note 9 - Property and Equipment (Details) - Property and Equipment at Cost (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property and Equipment at Cost [Abstract] | ||
Land | $58,672 | $57,272 |
Leasehold improvements | 98,302 | 94,066 |
Buildings and improvements | 487,021 | 427,471 |
Furniture and equipment | 142,110 | 134,255 |
Construction in progress | 35,687 | 21,618 |
821,792 | 734,682 | |
Less: Accumulated depreciation | -307,048 | -277,884 |
$514,744 | $456,798 |
Note_10_Notes_Receivable_Detai
Note 10 - Notes Receivable (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Note 10 - Notes Receivable (Details) [Line Items] | ||
Financing Receivable, Gross | $12,989,000 | $15,378,000 |
Prime Rate [Member] | Minimum [Member] | ||
Note 10 - Notes Receivable (Details) [Line Items] | ||
Loans Receivable, Basis Spread on Variable Rate | 2.00% | |
Prime Rate [Member] | Maximum [Member] | ||
Note 10 - Notes Receivable (Details) [Line Items] | ||
Loans Receivable, Basis Spread on Variable Rate | 8.50% |
Note_11_Longterm_Debt_Details
Note 11 - Long-term Debt (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Revolving Credit Facility [Member] | Eurodollar [Member] | |
Note 11 - Long-term Debt (Details) [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 0.70% |
Revolving Credit Facility [Member] | |
Note 11 - Long-term Debt (Details) [Line Items] | |
Line of Credit Facility, Maximum Borrowing Capacity | 75,000,000 |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.20% |
Line of Credit Facility, Expiration Date | 21-Oct-15 |
Letter of Credit [Member] | |
Note 11 - Long-term Debt (Details) [Line Items] | |
Line of Credit Facility, Maximum Borrowing Capacity | 5,000,000 |
Line of Credit Facility, Commitment Fee Percentage | 0.10% |
Note_11_Longterm_Debt_Details_
Note 11 - Long-term Debt (Details) - Long-term Debt (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Note 11 - Long-term Debt (Details) - Long-term Debt [Line Items] | ||
Long-term Debt | $10,000 | |
10,000 | 10,000 | |
Unsecured Term Note Payable [Member] | ||
Note 11 - Long-term Debt (Details) - Long-term Debt [Line Items] | ||
Maturities | 2018 | |
Long-term Debt | $10,000 | |
Revolving Credit Facility [Member] | ||
Note 11 - Long-term Debt (Details) - Long-term Debt [Line Items] | ||
Maturities | 2015 |
Note_11_Longterm_Debt_Details_1
Note 11 - Long-term Debt (Details) - Aggregate Maturities of Long-term Debt (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Aggregate Maturities of Long-term Debt [Abstract] | |
2018 | $10,000 |
Total | $10,000 |
Note_12_Income_Taxes_Details
Note 12 - Income Taxes (Details) (USD $) | 12 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Jan. 01, 2012 | |
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Adjustment to Additional Paid in Capital, Income Tax Effect from Share-based Compensation, Net | $201,000 | ($225,000) | ($267,000) | ||||
Unrecognized Tax Benefits, Period Increase (Decrease) | -2,059,000 | -2,802,000 | -4,309,000 | ||||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 1,542,000 | 1,605,000 | 3,187,000 | ||||
Unrecognized Tax Benefits | 13,620,000 | 13,620,000 | 12,453,000 | 12,453,000 | 11,996,000 | 11,996,000 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 2,391,000 | 2,391,000 | 2,072,000 | 2,072,000 | 1,894,000 | 1,894,000 | |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 4,895,000 | 4,895,000 | 4,200,000 | 4,200,000 | 3,704,000 | 3,704,000 | |
Income Tax Examination, Penalties and Interest Expense | 319,000 | 178,000 | -585,000 | ||||
Temporary Difference [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Unrecognized Tax Benefits, Period Increase (Decrease) | -1,120,000 | -1,817,000 | -1,999,000 | ||||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 111,000 | 178,000 | 170,000 | ||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | -1,520,000 | -1,520,000 | -1,390,000 | -1,390,000 | |||
Permanent Differences [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Unrecognized Tax Benefits, Period Increase (Decrease) | -939,000 | -985,000 | -2,310,000 | ||||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 492,000 | 451,000 | 707,000 | ||||
Unrecognized Tax Benefits | 4,895,000 | 4,895,000 | 4,200,000 | 4,200,000 | 3,704,000 | 3,704,000 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 2,118,000 | 2,118,000 | 1,835,000 | 1,835,000 | 1,531,000 | 1,531,000 | |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | -1,065,000 | -1,065,000 | -940,000 | -940,000 | |||
Liability For Interest And Penalties [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 603,000 | 603,000 | 661,000 | 661,000 | 940,000 | 940,000 | |
Unrecognized Tax Benefits | 2,391,000 | 2,391,000 | 2,072,000 | 2,072,000 | 1,894,000 | 1,894,000 | 2,479,000 |
Portion Composed of Tax [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 939,000 | 976,000 | 2,310,000 | ||||
Deferred Tax Assets [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 1,523,000 | 2,177,000 | 1,999,000 | ||||
Unrecognized Tax Benefits | 8,725,000 | 8,725,000 | 8,253,000 | 8,253,000 | 8,292,000 | 8,292,000 | 9,926,000 |
Lapse of Statute of Limitations [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | -2,585,000 | -2,585,000 | -2,330,000 | -2,330,000 | |||
Permanent and Temporary Differences [Member] | |||||||
Note 12 - Income Taxes (Details) [Line Items] | |||||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $615,000 | $615,000 | $566,000 | $566,000 |
Note_12_Income_Taxes_Details_P
Note 12 - Income Taxes (Details) - Provision for Income Taxes (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current Tax Provision | |||
Federal | $30,235 | $34,680 | $29,147 |
State | 3,095 | 5,588 | 4,010 |
33,330 | 40,268 | 33,157 | |
Deferred Tax Provision | |||
Federal | -1,172 | -2,226 | 892 |
State | -334 | -479 | 132 |
-1,506 | -2,705 | 1,024 | |
Income Tax Provision | $31,824 | $37,563 | $34,181 |
Note_12_Income_Taxes_Details_D
Note 12 - Income Taxes (Details) - Deferred Tax Assets and Liabilities (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current deferred tax asset: | ||
Allowance for doubtful accounts receivable | $2,138 | $1,802 |
Accrued risk reserves | 964 | 857 |
Accrued expenses | 3,635 | 3,593 |
6,737 | 6,252 | |
Current deferred tax liability: | ||
Unrealized gains on marketable securities | -39,958 | -29,120 |
Other | -2,284 | -1,922 |
-42,242 | -31,042 | |
Net current deferred tax liability | -35,505 | -24,790 |
Noncurrent deferred tax asset: | ||
Unrealized gains on marketable securities | -183 | 593 |
Financial reporting depreciation in excess of tax depreciation | 7,191 | 5,872 |
Deferred gain on sale of assets (net) | -3,135 | -3,135 |
Tax basis intangible asset in excess of financial reporting basis | -409 | 127 |
Stock-based compensation | 2,879 | 2,214 |
Long-term investments | -2,445 | -2,276 |
Obligation to provide future services | 1,532 | 1,439 |
Accrued risk reserves, less current portion | 2,295 | 3,040 |
Accrued expenses | 2,910 | 2,502 |
Deferred revenue | 6,197 | 6,096 |
Net noncurrent deferred tax asset | 18,700 | 18,164 |
Nonrefundable Entrance Fees [Member] | ||
Noncurrent deferred tax asset: | ||
Entrance fees | 129 | 45 |
Refundable Entrance Fees [Member] | ||
Noncurrent deferred tax asset: | ||
Entrance fees | $1,739 | $1,647 |
Note_12_Income_Taxes_Details_R
Note 12 - Income Taxes (Details) - Reconciliation of Income Tax Expense (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Reconciliation of Income Tax Expense [Abstract] | |||
Tax provision at federal statutory rate | $29,818,000 | $35,762,000 | $32,718,000 |
Increase (decrease) in income taxes resulting from: | |||
State, net of federal benefit | 2,207,000 | 2,325,000 | 3,261,000 |
Nondeductible expenses | 363,000 | 197,000 | 118,000 |
Insurance expense | 27,000 | 35,000 | 39,000 |
Other, net | 439,000 | -258,000 | 823,000 |
Unrecognized tax benefits | 512,000 | 1,107,000 | 409,000 |
Expiration of statute of limitations | -1,542,000 | -1,605,000 | -3,187,000 |
2,006,000 | 1,801,000 | 1,463,000 | |
Effective income tax expense | $31,824,000 | $37,563,000 | $34,181,000 |
Note_12_Income_Taxes_Details_R1
Note 12 - Income Taxes (Details) - Reconciliation of Unrecognized Tax Benefits (USD $) | 12 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Jan. 01, 2012 | |
Note 12 - Income Taxes (Details) - Reconciliation of Unrecognized Tax Benefits [Line Items] | |||||||
Balance, | $13,620,000 | $13,620,000 | $12,453,000 | $12,453,000 | $11,996,000 | $11,996,000 | |
Reductions for statute of limitation expirations | -1,542,000 | -1,605,000 | -3,187,000 | ||||
Deferred Tax Assets [Member] | |||||||
Note 12 - Income Taxes (Details) - Reconciliation of Unrecognized Tax Benefits [Line Items] | |||||||
Balance, | 8,725,000 | 8,725,000 | 8,253,000 | 8,253,000 | 8,292,000 | 8,292,000 | 9,926,000 |
Additions for tax positions of prior years | 2,032,000 | 2,120,000 | 728,000 | ||||
Reductions for statute of limitation expirations | -1,523,000 | -2,177,000 | -1,999,000 | ||||
Liability for Unrecognized Tax Benefits [Member] | |||||||
Note 12 - Income Taxes (Details) - Reconciliation of Unrecognized Tax Benefits [Line Items] | |||||||
Balance, | 13,620,000 | 13,620,000 | 12,453,000 | 12,453,000 | 11,996,000 | 11,996,000 | 13,765,000 |
Additions based on tax positions related to the current year | 2,008,000 | 1,832,000 | 1,695,000 | ||||
Additions for tax positions of prior years | 1,218,000 | 1,427,000 | 845,000 | ||||
Reductions for statute of limitation expirations | -2,059,000 | -2,802,000 | -4,309,000 | ||||
Liability For Interest And Penalties [Member] | |||||||
Note 12 - Income Taxes (Details) - Reconciliation of Unrecognized Tax Benefits [Line Items] | |||||||
Balance, | 2,391,000 | 2,391,000 | 2,072,000 | 2,072,000 | 1,894,000 | 1,894,000 | 2,479,000 |
Additions based on tax positions related to the current year | 216,000 | 198,000 | 185,000 | ||||
Additions for tax positions of prior years | 706,000 | 641,000 | 170,000 | ||||
Reductions for statute of limitation expirations | -603,000 | -603,000 | -661,000 | -661,000 | -940,000 | -940,000 | |
Total Liability [Member] | |||||||
Note 12 - Income Taxes (Details) - Reconciliation of Unrecognized Tax Benefits [Line Items] | |||||||
Balance, | 16,011,000 | 16,011,000 | 14,525,000 | 14,525,000 | 13,890,000 | 13,890,000 | 16,244,000 |
Additions based on tax positions related to the current year | 2,224,000 | 2,030,000 | 1,880,000 | ||||
Additions for tax positions of prior years | 1,924,000 | 2,068,000 | 1,015,000 | ||||
Reductions for statute of limitation expirations | ($2,662,000) | ($3,463,000) | ($5,249,000) |
Note_13_Stock_Repurchase_Progr1
Note 13 - Stock Repurchase Program (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||||||
Aug. 11, 2014 | Aug. 01, 2013 | Feb. 19, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 05, 2014 | Aug. 01, 2013 | Aug. 01, 2012 | |
Disclosure Text Block Supplement [Abstract] | ||||||||
Stock Repurchase Program, Authorized Amount | $25,000,000 | $25,000,000 | $25,000,000 | |||||
Stock Repurchased During Period, Shares (in Shares) | 125,000 | |||||||
Stock Repurchased During Period, Value | 6,995,000 | |||||||
Treasury Stock, Shares, Acquired (in Shares) | 0 | 100,000 | ||||||
Treasury Stock, Value, Acquired, Cost Method | $4,700,000 | $6,995,000 | $4,700,000 |
Note_14_Stockbased_Compensatio2
Note 14 - Stock-based Compensation (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-05 | 31-May-10 | |
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Allocated Share-based Compensation Expense | $2,021,000 | $2,298,000 | $2,366,000 | ||
Employee Service Share-based Compensation, Tax Benefit Realized from Exercise of Stock Options | 697,000 | 196,000 | 404,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | 855,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 2,005,000 | ||||
Incentive Stock Option [Member] | Minimum [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||
Restricted Stock and Option Grant Awards [Member] | Plans 2005 and 2010 [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | ||||
Employee Stock Option [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Allocated Share-based Compensation Expense | 1,814,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 1,933,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 73 days | ||||
Restricted Stock [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Allocated Share-based Compensation Expense | 207,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $72,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 109 days | ||||
2005 Plan [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | 1,200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares) | 220,620 | ||||
2010 Plan [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | 1,200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares) | 398,744 | ||||
Plans 2005 and 2010 [Member] | |||||
Note 14 - Stock-based Compensation (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years |
Note_14_Stockbased_Compensatio3
Note 14 - Stock-based Compensation (Details) - Summary of Assumptions Used to Value Options Granted | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of Assumptions Used to Value Options Granted [Abstract] | |||
Risk-free interest rate | 0.52% | 0.25% | 0.28% |
Expected volatility | 17.30% | 31.30% | 38.80% |
Expected life, in years | 2 years 73 days | 2 years 36 days | 2 years 36 days |
Expected dividend yield | 2.68% | 2.81% | 2.91% |
Note_14_Stockbased_Compensatio4
Note 14 - Stock-based Compensation (Details) - Summary of Outstanding Stock Options (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of Outstanding Stock Options [Abstract] | |||
Number of Shares - Options Outstanding | 1,074,552 | 1,134,602 | 1,482,077 |
Weighted Average Exercise Price - Options Outstanding | $46.44 | $46.75 | $46.92 |
Options exercisable at December 31, 2014 | 158,573 | ||
Options exercisable at December 31, 2014 | $48.06 | ||
Options exercisable at December 31, 2014 | $2,344,000 | ||
Number of Shares - Options Granted | 57,716 | 57,672 | 63,516 |
Weighted Average Exercise Price - Options Granted | $53.10 | $47.95 | $44.28 |
Number of Shares - Options Exercised | -157,590 | -19,722 | -295,371 |
Weighted Average Exercise Price - Options Exercised | $45.97 | $45.63 | $45.41 |
Number of Shares, Cancelled | -20,000 | -98,000 | -115,620 |
Weighted Average Exercise Price, Cancelled | $46.69 | $51.11 | $50.99 |
Number of Shares - Options Outstanding | 954,678 | 1,074,552 | 1,134,602 |
Weighted Average Exercise Price - Options Outstanding | $46.92 | $46.44 | $46.75 |
Aggregate Intrinsic Value - Options Outstanding | $15,202,000 |
Note_14_Stockbased_Compensatio5
Note 14 - Stock-based Compensation (Details) - Options Outstanding (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding (in Shares) | 954,678 | |
Weighted Average Exercise Price | $46.92 | |
Weighted Average Remaining Contractual Life | 1 year 6 months | |
Exercise Price Range 1 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding (in Shares) | 909,678 | |
Lower Exercise Prices | $44.80 | |
Upper Exercise Prices | $47.45 | |
Weighted Average Exercise Price | $46.62 | |
Weighted Average Remaining Contractual Life | 1 year 109 days | |
Exercise Price Range 2 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding (in Shares) | 45,000 | |
Lower Exercise Prices | $52.93 | |
Weighted Average Exercise Price | $52.93 | |
Weighted Average Remaining Contractual Life | 4 years 109 days |
Note_14_Stockbased_Compensatio6
Note 14 - Stock-based Compensation (Details) - Summary of Restricted Stock Activity (Restricted Stock [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock [Member] | |||
Note 14 - Stock-based Compensation (Details) - Summary of Restricted Stock Activity [Line Items] | |||
Unvested restricted shares at January 1, 2012 | 12,000 | 18,000 | 24,000 |
Unvested restricted shares at January 1, 2012 | $34.46 | $34.46 | $34.46 |
Number of Shares, Vested | 6,000 | 6,000 | 6,000 |
Weighted Average Grant Date Fair Value, Vested | $34.46 | $34.46 | $34.46 |
Number of Shares | 6,000 | 12,000 | 18,000 |
Weighted Average Grant Date Fair Value | $34.46 | $34.46 | $34.46 |
Aggregate Intrinsic Value | $170,000 |
Note_15_Contingencies_and_Guar1
Note 15 - Contingencies and Guarantees (Details) (USD $) | 12 Months Ended | 36 Months Ended | 48 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2010 | Dec. 31, 2007 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 15 - Contingencies and Guarantees (Details) [Line Items] | |||||
Self Insurance Reserve | $106,218,000 | $106,218,000 | $110,557,000 | ||
Direct Business Coverage Statutory Limits | 1,000,000 | ||||
Malpractice Loss Contingency, Number of Claims | 34 | 34 | |||
Annual Excess Coverage | 9,000,000 | 7,500,000 | 4,000,000 | ||
Coverage Amount per Incident [Member] | |||||
Note 15 - Contingencies and Guarantees (Details) [Line Items] | |||||
Primary Insurance Coverage Amount Per Incident | 1,000,000 | ||||
Coverage Amount per Location [Member] | |||||
Note 15 - Contingencies and Guarantees (Details) [Line Items] | |||||
Primary Insurance Coverage Amount Per Location | $3,000,000 | ||||
Caris [Member] | |||||
Note 15 - Contingencies and Guarantees (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 75.10% | 75.10% |
Note_16_Equity_Method_Investme2
Note 16 - Equity Method Investment in Caris HealthCare, L.P. (Details) (Caris [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Caris [Member] | ||
Note 16 - Equity Method Investment in Caris HealthCare, L.P. (Details) [Line Items] | ||
Equity Method Investment, Ownership Percentage | 75.10% | |
Equity Method Investments | $35,020,000 | $37,185,000 |
Note_16_Equity_Method_Investme3
Note 16 - Equity Method Investment in Caris HealthCare, L.P. (Details) - Summary of Financial Information of Caris (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Financial Information of Caris [Abstract] | |||
Current assets | $20,922 | $25,212 | $30,731 |
Noncurrent assets | 11,540 | 11,685 | 9,051 |
Liabilities | 7,305 | 8,879 | 9,365 |
Partners’ capital | 25,157 | 28,018 | 30,417 |
Revenue | 51,441 | 58,918 | 59,422 |
Expenses | 40,908 | 40,112 | 40,341 |
Net income | $10,533 | $18,806 | $19,081 |
Note_17_Variable_Interest_Enti1
Note 17 - Variable Interest Entity (Details) (USD $) | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | |
Variable Interest Entity [Abstract] | |||
Number Of Variable Interest Entities | 1 | ||
Number Of Patient Beds In Facility | 120 | ||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 10 years | ||
Number of Additional Lease Options | 5 | ||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 5 years | ||
Notes, Loans and Financing Receivable, Gross, Current | $4,500,000 | ||
Increase (Decrease) in Notes Payable, Current | 4,500,000 | 4,500,000 | |
Land and Land Improvements | $4,500,000 |
Note_18_Series_A_Convertible_P1
Note 18 - Series A Convertible Preferred Stock (Details) (USD $) | 1 Months Ended | ||
Oct. 31, 2007 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 18 - Series A Convertible Preferred Stock (Details) [Line Items] | |||
Preferred Stock, Value, Issued (in Dollars) | $170,494,000 | $170,510,000 | |
Preferred Stock, Liquidation Preference Per Share | $15.75 | $15.75 | |
Convertible Preferred Stock [Member] | |||
Note 18 - Series A Convertible Preferred Stock (Details) [Line Items] | |||
Preferred Stock, Value, Issued (in Dollars) | $170,555,000 | ||
Preferred Stock, Liquidation Preference Per Share | $15.75 | ||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $0.80 | ||
Preferred Stock Conversion Price | $65.07 | ||
Convertible Preferred Stock, Shares Issued upon Conversion (in Shares) | 0.24204 | ||
Preferred Stock, Redemption Price Per Share | $15.75 |
Note_19_Series_B_Junior_Partic1
Note 19 - Series B Junior Participating Preferred Stock (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Aug. 02, 2007 |
Note 19 - Series B Junior Participating Preferred Stock (Details) [Line Items] | |||
Dividend Distribution Rights (in Shares) | 1 | ||
Preferred Stock, Par or Stated Value Per Share | $0.01 | $0.01 | |
Series B Junior Participating Preferred Stock [Member] | |||
Note 19 - Series B Junior Participating Preferred Stock (Details) [Line Items] | |||
Preferred Stock, Par or Stated Value Per Share | 0.01 | ||
Preferred Stock, Redemption Price Per Share | 250 |
Note_20_Selected_Quarterly_Fin2
Note 20 - Selected Quarterly Financial Data (Details) - Selected Quarterly Financial Data (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Selected Quarterly Financial Data [Abstract] | |||||||||||
Net Operating Revenues | $226,374 | $218,223 | $216,555 | $210,531 | $206,796 | $195,772 | $192,011 | $194,378 | $871,683 | $788,957 | $761,002 |
Income Before Non-Operating Income | 20,204 | 14,736 | 16,083 | 16,988 | 19,819 | 19,265 | 17,001 | 15,996 | 68,011 | 72,081 | 68,236 |
Non-Operating Income | 4,392 | 3,937 | 4,281 | 4,572 | 5,674 | 11,171 | 6,632 | 6,618 | |||
Net Income | 14,800 | 12,829 | 12,511 | 13,229 | 16,589 | 19,877 | 14,342 | 13,805 | 53,369 | 64,613 | 59,300 |
Preferred Dividends | 2,168 | 2,167 | 2,167 | 2,168 | 2,168 | 2,167 | 2,168 | 2,168 | 8,670 | 8,671 | 8,671 |
Net Income Available to Common Stockholders | $12,632 | $10,662 | $10,344 | $11,061 | $14,421 | $17,710 | $12,174 | $11,637 | $44,699 | $55,942 | $50,629 |
Basic Earnings Per Share (in Dollars per share) | $0.92 | $0.77 | $0.75 | $0.80 | $1.04 | $1.28 | $0.88 | $0.84 | $3.24 | $4.05 | $3.65 |
Diluted Earnings Per Share (in Dollars per share) | $0.88 | $0.75 | $0.72 | $0.78 | $0.99 | $1.19 | $0.86 | $0.82 | $3.14 | $3.87 | $3.57 |
Schedule_II_Valuation_and_Qual2
Schedule II - Valuation and Qualifying Accounts (Details) - Summary of Valuation and Qualifying Accounts (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Allowance for Doubtful Accounts [Member] | ||||||
Valuation Allowance [Line Items] | ||||||
Balance | $4,972 | $3,166 | $3,713 | |||
Charged to Costs and Expenses | 6,228 | 5,226 | 2,455 | |||
Charged to other Accounts | 5,462 | [1] | 3,420 | [1] | 3,002 | [1] |
Balance | 5,738 | 4,972 | 3,166 | |||
Accrued Risk Reserves [Member] | ||||||
Valuation Allowance [Line Items] | ||||||
Balance | 110,557 | 110,331 | 98,732 | |||
Charged to Costs and Expenses | 62,083 | 57,515 | 67,900 | |||
Charged to other Accounts | 65,896 | 57,289 | 56,301 | |||
Balance | $106,744 | $110,557 | $110,331 | |||
[1] | Amounts written off, net of recoveries |