

	September 30, 2019			December 31, 2018
Revolving credit facility - unsecured	$	250,000		$	84,000
Bank term loans - unsecured	550,000			550,000
Private placement term loans - unsecured	400,000			400,000
HUD mortgage loans (net of discount of $1,258 and $1,320)	42,333			42,906
Fannie Mae term loans - secured, non-recourse	95,793			96,044
Convertible senior notes - unsecured (net of discount of $807 and $1,391)	119,193			118,609
Unamortized loan costs	(7,959		)	(9,884		)
	$	1,449,360		$	1,281,675

Our unsecured bank credit facility consists of $250,000,000 and $300,000,000 term loans and a $550,000,000 revolving credit facility. The $250,000,000 term loan and $550,000,000 revolving facility mature in August 2022, and the $300,000,000 term loan matures in September 2023. On March 22, 2019 and June 28, 2019, we entered into swap agreements to fix the interest rates on $340,000,000 of term loans and $60,000,000 of our revolving credit facility through December 2021, when LIBOR is scheduled for discontinuation.

The revolving facility fee is currently 20 basis points per annum, and based on our current leverage ratios, the facility presently provides for floating interest on the revolver and the term loans at 30-day LIBOR plus 120 bps and a blended 132 bps, respectively. At September 30, 2019 and December 31, 2018, 30-day LIBOR was 202 and 250 bps, respectively. Within the facility, the employment of interest rate swaps for a portion of our fixed term debt leaves only $190,000,000 of our revolving credit facility exposed to interest rate risk through June 2020, when our $80,000,000 and $130,000,000 swaps expire. Our swaps and the financial instruments to which they relate are described in the table below, under the caption “Interest Rate Swap Agreements.”

At September 30, 2019, we had $300,000,000 available to draw on the revolving portion of our credit facility, subject to usual and customary covenants. Among other stipulations, the unsecured credit facility agreement requires that we maintain certain financial ratios within limits set by our creditors. At September 30, 2019, we were in compliance with these ratios.

Pinnacle Bank is a participating member of our banking group. A member of NHI’s board of directors and chairman of our audit committee is also the chairman of Pinnacle Financial Partners, Inc., the holding company for Pinnacle Bank. NHI’s local banking transactions are conducted primarily through Pinnacle Bank.



Amount		Inception	Maturity	Fixed Rate

$	125,000	January 2015	January 2023	3.99%
50,000		November 2015	November 2023	3.99%
75,000		September 2016	September 2024	3.93%
50,000		November 2015	November 2025	4.33%
100,000		January 2015	January 2027	4.51%
$	400,000

Except for specific debt-coverage ratios, covenants pertaining to the private placement term loans are generally conformed with those governing our credit facility. As discussed more fully at Note 11, we have elected to issue public credit ratings from Fitch Ratings and S&P Global Ratings. Our unsecured private placement term loan agreements include a rate increase provision that is effective if any rating agency lowers our credit rating on our senior unsecured debt below investment grade and our compliance leverage increases to 50% or more.

Our HUD mortgage loans are secured by ten properties leased to Bickford and having a net book value of $49,577,000 at September 30, 2019. Nine mortgage notes require monthly payments of principal and interest from 4.3% to 4.4% (inclusive of mortgage insurance premium) and mature in August and October 2049. One additional HUD mortgage loan assumed in 2014, at a discount, requires monthly payments of principal and interest of 2.9% (inclusive of mortgage insurance premium) and matures in October 2047. The loan has an outstanding principal balance of $8,546,000 and a carrying value of $7,288,000, which approximates fair value.

In March 2015 we obtained $78,084,000 in Fannie Mae financing. The term debt financing consists of interest-only payments at an annual rate of 3.79% and a 10-year maturity. The mortgages are non-recourse and secured by thirteen properties leased to Bickford. In a December 2017 acquisition, we assumed additional Fannie Mae debt that amortizes through 2025 when a balloon payment will be due, is subject to prepayment penalties until 2024, bears interest at a nominal rate of 4.60%, and has remaining balance of $17,709,000 at September 30, 2019. All together, these notes are secured by facilities having a net book value of $135,267,000 at September 30, 2019.

In March 2014 we issued $200,000,000 of 3.25% senior unsecured convertible notes due April 2021 (the “Notes”) with interest payable April 1st and October 1st of each year. The Notes were convertible at an initial rate of 13.93 shares of common stock per $1,000 principal amount, representing a conversion price of approximately $71.81 per share for a total of approximately 2,785,200 underlying shares. The conversion rate is subsequently adjusted upon each occurrence of certain events, as defined in the indenture governing the Notes, including the payment of dividends at a rate exceeding that prevailing in 2014. The conversion option was accounted for as an “optional net-share settlement conversion feature,” meaning that upon conversion, NHI’s conversion obligation may be satisfied, at our option, in cash, shares of common stock or a combination of cash and shares of common stock. Because we have the ability and intent to settle the convertible securities in cash upon exercise, we use the treasury stock method to account for potential dilution.

As of September 30, 2019, our senior unsecured convertible notes were convertible at a rate of 14.57 shares of common stock per $1,000 principal amount, representing a conversion price of approximately $68.63 per share for a total of 1,748,616 shares on the remaining $120,000,000 of senior unsecured convertible notes. For the three months ended September 30, 2019, dilution resulting from the conversion option within our convertible debt is 275,824 shares. If NHI’s current share price increases above the adjusted $68.63 conversion price, further dilution will be attributable to the conversion feature. On September 30, 2019, the

Our existing interest rate swap agreements will collectively continue through December 2021 to hedge against fluctuations in variable interest rates applicable to $610,000,000 ($400,000,000 after June 2020) of our bank loans. During the next year, approximately $2,217,000 of gains, which are included in accumulated other comprehensive income (loss), are projected to be reclassified into earnings.



Date Entered	Maturity Date	Fixed Rate	Rate Index	Notional Amount		Fair Value (Liability)
June 2013	June 2020	3.46%	1-month LIBOR	$	80,000,000	$	(238	)
March 2014	June 2020	3.51%	1-month LIBOR	$	130,000,000	$	(431	)
March 2019	December 2021	3.51%	1-month LIBOR	$	100,000,000	$	(1,691	)
March 2019	December 2021	3.52%	1-month LIBOR	$	100,000,000	$	(1,720	)
June 2019	December 2021	2.89%	1-month LIBOR	$	150,000,000	$	(538	)
June 2019	December 2021	2.93%	1-month LIBOR	$	50,000,000	$	(193	)

If the fair value of the hedge is an asset, we include it in our Condensed Consolidated Balance Sheets among other assets, and, if a liability, as a component of accounts payable and accrued expenses. See Note 9 for fair value disclosures about our interest rate swap agreements. Net asset (liability) balances for our hedges included as components of consolidated other comprehensive income on September 30, 2019 and December 31, 2018 were $(4,810,000) and $1,297,000, respectively.



	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2019			2018			2019			2018
Interest expense on debt at contractual rates	$	14,308		$	11,637		$	40,736		$	33,579
Losses reclassified from accumulated other
comprehensive income (loss) into interest expense	(390		)	(27		)	(1,031		)	326
Capitalized interest	(161		)	(50		)	(476		)	(123		)
Amortization of debt issuance costs and debt discount	904			814			2,696			2,425
Total interest expense	$	14,661		$	12,374		$	41,925		$	36,207