UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
or
___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission file number 1-11316
OMEGA HEALTHCARE
INVESTORS, INC.
(Exact name of Registrant as specified in its charter)
Maryland 38-3041398
(State of Incorporation) (I.R.S. Employer Identification No.)
9690 Deereco Road, Suite 100, Timonium, MD 21093
(Address of principal executive offices)
(410) 427-1700
(Telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of June 30, 2002
Common Stock, $.10 par value 37,131,144
(Class) (Number of shares)
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit Description
3.(i) Articles of Amendment to the Articles of Incorporation
of Omega Healthcare Investors, Inc. as of June 3, 2002.
(previously filed)
3.(ii) Amended and Restated Bylaws of Omega Healthcare
Investors, Inc. as of May 30, 2002. (corrected
version filed herewith)
99.1 Certification of the Chief Executive Officer under
Section 906 of the Sarbanes-Oxley Act of 2002.
(previously filed)
99.2 Certification of the Chief Financial Officer under
Section 906 of the Sarbanes-Oxley Act of 2002.
(previously filed)
(b) Reports on Form 8-K - none were filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to Form 10-Q to be signed on its
behalf by the undersigned thereunto duly authorized.
OMEGA HEALTHCARE INVESTORS, INC.
Registrant
Date: February 28, 2003 By: /s/ C. TAYLOR PICKETT
-----------------------------
C. Taylor Pickett
Chief Executive Officer
Date: February 28, 2003 By: /s/ ROBERT O. STEPHENSON
-----------------------------
Robert O. Stephenson
Chief Financial Officer
CERTIFICATION PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, C. Taylor Pickett, Chief Executive Officer, certify that:
1. I have reviewed this amended quarterly report on Form 10-Q of Omega
Healthcare Investors, Inc.; and
2. Based on my knowledge, this amendment to quarterly report does not contain
any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period
covered by this quarterly report.
Date: February 28, 2003
/s/ C. TAYLOR PICKETT
-----------------------------
C. Taylor Pickett
Chief Executive Officer
CERTIFICATION PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Robert O. Stephenson, Chief Financial Officer, certify that:
1. I have reviewed this amended quarterly report on Form 10-Q of Omega
Healthcare Investors, Inc.; and
2. Based on my knowledge, this amendment to quarterly report does not contain
any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period
covered by this quarterly report.
Date: February 28, 2003
/s/ ROBERT O. STEPHENSON
-----------------------------
Robert O. Stephenson
Chief Financial Officer