Operating Update NEW YORK, November 5, 2025 (GLOBE NEWSWIRE) -- National Healthcare Properties, Inc. (Nasdaq: NHPAP / NHPBP) (the "Company"), a self-managed diversified healthcare real estate investment trust focusing on seniors housing and outpatient medical facilities, today announced results for the three and nine months ended September 30, 2025. Michael Anderson, Chief Executive Officer and President, commented, "We are very pleased with the continued strong momentum of our business across-the-board in ...

Property Ownership and Operations - As of September 30, 2025, the company owned 174 properties, comprising 7.3 million rentable square feet across 30 states[248]. - The total gross asset value of the company was $2.2 billion as of September 30, 2025[257]. - The average occupancy rate for the SHOP segment improved to 83.2% in 2025 from 77.5% in 2024[263]. - The company internalized its advisory and property management functions on September 27, 2024, transitioning to a dedicated workforce[249]. Financial Performance - For the three months ended September 30, 2025, net loss attributable to common stockholders was $15.9 million, a decrease of 64% from $44.1 million in the same period of 2024[260]. - Revenue from tenants for the OMF segment decreased by 15.4% to $29.0 million for the three months ended September 30, 2025, compared to $34.3 million in 2024[261]. - The SHOP segment reported a 4.3% increase in revenue from tenants, reaching $57.0 million for the three months ended September 30, 2025, up from $54.6 million in 2024[263]. - The OMF segment's net operating income (NOI) decreased by 12.8% to $20.6 million for the three months ended September 30, 2025, compared to $23.6 million in 2024[261]. - SHOP segment NOI increased due to occupancy gains and lower insurance expenses, partially offset by property dispositions[265]. - Net loss attributable to common stockholders was $45.1 million for the nine months ended September 30, 2025, down from $183.1 million in 2024[283]. - Revenue from tenants in the SHOP segment increased by 3.9% to $168.9 million for the nine months ended September 30, 2025[286]. Expenses and Charges - Total expenses for the three months ended September 30, 2025, were $84.3 million, down from $111.4 million in 2024, reflecting a decrease of $27.2 million[260]. - Impairment charges recorded were $6.6 million for Q3 2025, compared to $8.8 million for Q3 2024[266]. - Operating fees to related parties were eliminated in Q3 2025 due to Internalization, resulting in a decrease from $6.4 million in Q3 2024[269]. - Acquisition and transaction related expenses decreased by $5.1 million to $0.1 million in Q3 2025 from $5.2 million in Q3 2024[271]. - General and administrative expenses increased by $0.2 million to $5.7 million in Q3 2025, primarily due to stock-based compensation[272]. - Depreciation and amortization expenses decreased by $2.7 million to $18.0 million in Q3 2025, attributed to property dispositions[274]. - Interest expense decreased by $2.9 million to $15.1 million in Q3 2025, mainly due to lower average indebtedness[276]. - General and administrative expenses decreased by $1.3 million to $15.6 million for the nine months ended September 30, 2025, from $16.9 million in 2024[294]. - Depreciation and amortization expenses decreased by $3.1 million to $60.3 million for the nine months ended September 30, 2025, compared to $63.4 million in 2024[295]. - Interest expense decreased by $6.7 million to $45.4 million for the nine months ended September 30, 2025, from $52.1 million in 2024[298]. Cash Flows and Distributions - Cash flows provided by operating activities increased by $83.3 million during the nine months ended September 30, 2025, compared to the same period in 2024[306]. - Cash flows provided by investing activities increased by $14.6 million during the nine months ended September 30, 2025, primarily due to proceeds from the sale of 15 held-for-use OMFs and four held-for-use SHOPs[307]. - Total cash distributions for the three months ended September 30, 2025, were $3,374,000, with a total of $10,301,000 for the year-to-date[345]. - Cash flows used in operations for the nine months ended September 30, 2025, were $3.0 million, indicating insufficient cash generation to fund current dividend rates[347]. - The company funded distributions to holders of Series A and B Preferred Stock and Series A Preferred Units primarily with available cash on hand[347]. - The ability to pay distributions depends on increasing cash generated from property operations, which is subject to various risks[348]. Stock Repurchase and Dividends - The Board authorized a stock repurchase program for up to $50.0 million of Series A and Series B Preferred Stock, with no stated expiration date[330]. - In Q3 2025, the company repurchased 74,713 shares of Series A Preferred Stock at an average price of $16.10 and 97,670 shares of Series B Preferred Stock at an average price of $16.03[331]. - For the nine months ended September 30, 2025, the company repurchased 131,629 shares of Series A Preferred Stock at an average price of $15.39 and 163,883 shares of Series B Preferred Stock at an average price of $15.14[331]. - The company declared quarterly distributions of $1.84375 per share for Series A Preferred Stock and $1.78125 per share for Series B Preferred Stock, equivalent to 7.375% and 7.125% per annum, respectively[340]. - Since mid-2020, the company has not paid cash dividends on common stock but issued stock dividends until January 2024[341]. - The Board may reduce or suspend dividend payments based on various factors, including financial condition and capital expenditure requirements[342]. - No cash distributions were made to common stockholders or other units in Q3 2025[344]. Market and Economic Conditions - As of September 30, 2025, the 12-month Consumer Price Index increased by 3.0%, impacting lease agreements without indexed escalation provisions[350]. - Most leases in the OMF segment contain rent escalation provisions, but these rates are generally below current inflation rates[350]. - Increased operating costs under net leases could adversely affect tenants' ability to pay rent, impacting the company's revenue[351]. - Leases at SHOPs do not typically have rent escalations, but the company can renew leases at market rates due to their short-term nature[352]. - There has been no material change in the company's exposure to market risk during the nine months ended September 30, 2025[354].

SHOP Portfolio National Healthcare Properties Reports Second Quarter 2025 Results NEW YORK, August 6, 2025 (GLOBE NEWSWIRE) -- National Healthcare Properties, Inc. (Nasdaq: NHPAP / NHPBP) (the "Company"), a self-managed diversified healthcare real estate investment trust focusing on seniors housing and outpatient medical facilities, today announced results for the three and six months ended June 30, 2025. Michael Anderson, Chief Executive Officer and President, commented, "We are very pleased with our secon ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 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: 001-39153 National Healthcare Properties, Inc. (Exact name of registrant as specified in its charter) | Marylan ...

PART I - FINANCIAL INFORMATION [Item 1. Financial Statements.](index=3&type=section&id=Item%201.%20Financial%20Statements.) Unaudited consolidated financial statements for Q1 2025 and Q4 2024, including balance sheets, operations, equity, cash flows, and notes [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets%20as%20of%20March%2031%2C%202025%20and%20December%2031%2C%202024%20%28Unaudited%29) Consolidated Balance Sheet Highlights (In thousands) | Item | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :------------- | :---------------- | | Total real estate investments, net | $1,614,903 | $1,768,966 | | Cash and cash equivalents | $71,383 | $21,652 | | Total assets | $1,831,885 | $1,946,023 | | Mortgage notes payable, net | $711,065 | $779,160 | | Credit facilities | $360,774 | $362,216 | | Total liabilities | $1,151,765 | $1,255,898 | | Total equity | $680,120 | $690,125 | - Total assets decreased by approximately **$114.1 million** from December 31, 2024, to March 31, 2025, primarily driven by a reduction in real estate investments, net[8](index=8&type=chunk) - Cash and cash equivalents significantly increased from **$21.7 million** at December 31, 2024, to **$71.4 million** at March 31, 2025[8](index=8&type=chunk) [Consolidated Statements of Operations and Comprehensive Loss](index=6&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss%20for%20the%20Three%20Months%20Ended%20March%2031%2C%202025%20and%202024%20%28Unaudited%29) Consolidated Statements of Operations Highlights (In thousands, except per share data) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------------ | :-------------------------------- | :-------------------------------- | | Revenue from tenants | $86,443 | $88,299 | | Total expenses | $98,408 | $89,419 | | Operating income (loss) | $13,024 | $(1,120) | | Gain on sale of real estate investments | $24,989 | $— | | Impairment charges | $11,899 | $260 | | Operating fees to related parties | $— | $6,366 | | Net loss attributable to common stockholders | $(5,019) | $(19,000) | | Net loss per share attributable to common stockholders | $(0.18) | $(0.67) | - Net loss attributable to common stockholders significantly improved from **$(19.0) million** in Q1 2024 to **$(5.0) million** in Q1 2025[10](index=10&type=chunk) - The company recorded a **$25.0 million** gain on the sale of real estate investments in Q1 2025, compared to **$0** in Q1 2024[10](index=10&type=chunk) - Operating fees to related parties were eliminated in Q1 2025 due to the Internalization, down from **$6.4 million** in Q1 2024[10](index=10&type=chunk) [Consolidated Statements of Changes in Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Equity%20for%20the%20Three%20Months%20Ended%20March%2031%2C%202025%20and%202024%20%28Unaudited%29) Consolidated Statements of Changes in Equity Highlights (In thousands) | Item | Balance, December 31, 2024 | Balance, March 31, 2025 | | :----------------------------------- | :------------------------- | :---------------------- | | Total Stockholders' Equity | $684,560 | $674,579 | | Total Equity | $690,125 | $680,120 | - Total stockholders' equity decreased by approximately **$10.0 million** from December 31, 2024, to March 31, 2025[14](index=14&type=chunk) - Key factors for the decrease include distributions declared on Series A and Series B Preferred Stock (**$1.8 million** and **$1.6 million**, respectively) and an unrealized loss on designated derivatives (**$5.0 million**)[14](index=14&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Three%20Months%20Ended%20March%2031%2C%202025%20and%202024%20%28Unaudited%29) Consolidated Statements of Cash Flows Highlights (In thousands) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net cash (used in) provided by operating activities | $(21,229) | $2,543 | | Net cash provided by (used in) investing activities | $78,043 | $(12,216) | | Net cash used in financing activities | $(4,501) | $(5,229) | | Net change in cash, cash equivalents and restricted cash | $52,313 | $(14,902) | | Cash, cash equivalents and restricted cash, end of period | $126,408 | $76,414 | - Net cash used in operating activities was **$(21.2) million** in Q1 2025, a decrease from **$2.5 million** provided in Q1 2024, primarily due to the repayment of a **$30.3 million** promissory note[17](index=17&type=chunk)[263](index=263&type=chunk) - Net cash provided by investing activities significantly increased to **$78.0 million** in Q1 2025 from **$(12.2) million** used in Q1 2024, driven by proceeds from real estate sales[17](index=17&type=chunk)[264](index=264&type=chunk) [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20%28Unaudited%29) [Note 1 — Organization](index=10&type=section&id=Note%201%20%E2%80%94%20Organization) - Company operates as a REIT, owning and managing **181** healthcare-related properties (OMFs and SHOPs) across **30** states, totaling **7.6 million** rentable square feet as of March 31, 2025[23](index=23&type=chunk)[24](index=24&type=chunk)[27](index=27&type=chunk)[228](index=228&type=chunk) - Completed internalization of management on September 27, 2024, terminating prior advisory arrangements and bringing property management in-house[25](index=25&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk)[229](index=229&type=chunk)[233](index=233&type=chunk) - Effected a one-for-four reverse stock split on September 30, 2024, and changed its name to 'National Healthcare Properties, Inc.' from 'Healthcare Trust, Inc.'[35](index=35&type=chunk)[37](index=37&type=chunk)[234](index=234&type=chunk) - Published a new Estimated Per-Share NAV of **$32.15** as of December 31, 2024, on March 26, 2025[29](index=29&type=chunk)[232](index=232&type=chunk) [Note 2 — Summary of Significant Accounting Policies](index=11&type=section&id=Note%202%20%E2%80%94%20Summary%20of%20Significant%20Accounting%20Policies) - Adopted ASU 2023-07, Segment Reporting — Improvements to Reportable Segment Disclosures, retrospectively, requiring incremental disclosures for reportable segments[77](index=77&type=chunk) - Revenue from OMFs is recognized on a straight-line basis over the lease term, while SHOP revenue is recognized as earned, primarily month-to-month[43](index=43&type=chunk)[44](index=44&type=chunk) - Maintains a **100%** valuation allowance of **$11.1 million** on deferred tax assets as of March 31, 2025, due to historical operating losses of its TRS and adverse economic impacts on SHOP assets[76](index=76&type=chunk) [Note 3 — Real Estate Investments, Net](index=18&type=section&id=Note%203%20%E2%80%94%20Real%20Estate%20Investments%2C%20Net) - No properties acquired during the three months ended March 31, 2025; four properties acquired in the same period of 2024[82](index=82&type=chunk)[83](index=83&type=chunk) - Disposed of **12** held-for-use OMFs in Q1 2025 for **$168.4 million**, resulting in a **$25.0 million** gain on sale[89](index=89&type=chunk)[254](index=254&type=chunk) Impairment Charges by Segment (Three Months Ended March 31) | (In thousands) | 2025 | 2024 | | :--- | :--- | :--- | | OMF | $747 | $— | | SHOP | $11,152 | $260 | | **Total impairment charges** | **$11,899** | **$260** | - As of March 31, 2025, Florida (**22.1%**), Georgia (**11.1%**), and Pennsylvania (**10.7%**) represented significant concentrations of annualized rental income[86](index=86&type=chunk) [Note 4 — Mortgage Notes Payable, Net](index=21&type=section&id=Note%204%20%E2%80%94%20Mortgage%20Notes%20Payable%2C%20Net) Mortgage Notes Payable, Net (In thousands) | Item | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :------------- | :---------------- | | Gross mortgage notes payable | $721,040 | $789,647 | | Deferred financing costs, net | $(8,812) | $(9,304) | | Mortgage premiums and discounts, net | $(1,163) | $(1,183) | | **Mortgage notes payable, net** | **$711,065** | **$779,160** | - Weighted-average effective interest rate for gross mortgage notes payable was **4.63%** as of March 31, 2025 (**4.56%** as of December 31, 2024)[98](index=98&type=chunk) - Debt paydowns related to dispositions totaled **$33.7 million** on Capital One OMF Loan, **$20.0 million** on Multi-Property CMBS Loan, and **$14.7 million** on Barclays OMF Loan[102](index=102&type=chunk) [Note 5 — Credit Facilities](index=22&type=section&id=Note%205%20%E2%80%94%20Credit%20Facilities) Credit Facilities Outstanding (In thousands) | Item | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :------------- | :---------------- | | Fannie Mae Master Credit Facilities | $339,066 | $340,508 | | OMF Warehouse Facility | $21,708 | $21,708 | | **Total Credit Facilities** | **$360,774** | **$362,216** | - Weighted-average effective interest rate for credit facilities was **6.93%** as of March 31, 2025 (**7.23%** as of December 31, 2024)[104](index=104&type=chunk) - OMF Warehouse Facility, with **$21.7 million** outstanding, was repaid in full and terminated in April 2025[106](index=106&type=chunk)[113](index=113&type=chunk)[223](index=223&type=chunk) - Had **eight** non-designated interest rate cap agreements with an aggregate notional amount of **$369.2 million**, capping one-month SOFR at **3.50%** through January 2027[114](index=114&type=chunk)[140](index=140&type=chunk)[280](index=280&type=chunk) [Note 6 — Fair Value of Financial Instruments](index=24&type=section&id=Note%206%20%E2%80%94%20Fair%20Value%20of%20Financial%20Instruments) - Derivative assets are classified as Level 2 in the fair value hierarchy, as credit valuation adjustments are not significant to the overall valuation[119](index=119&type=chunk)[124](index=124&type=chunk) Derivative Assets at Fair Value (In thousands) | Item | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :------------- | :---------------- | | Derivative assets, at fair value (non-designated) | $1,623 | $2,554 | | Derivative assets, at fair value (designated) | $11,658 | $16,652 | | **Total** | **$13,281** | **$19,206** | - Impairment charges were recorded for **three** held-for-use properties (**two** SHOPs, **one** OMF) to reduce carrying value to contractual sales price, as they are being marketed for sale[126](index=126&type=chunk) [Note 7 — Derivatives and Hedging Activities](index=26&type=section&id=Note%207%20%E2%80%94%20Derivatives%20and%20Hedging%20Activities) - **One** derivative with a notional value of **$330.2 million** (March 31, 2025) is designated as a cash flow hedge of interest rate risk, maturing December 2026[136](index=136&type=chunk) - Received **$1.5 million** in Q1 2025 from the partial unwind of a derivative, accelerating reclassification of gains from AOCI to earnings, reducing interest expense[138](index=138&type=chunk)[255](index=255&type=chunk) - **Eight** non-designated interest rate caps with an aggregate notional amount of **$369.2 million** limit one-month SOFR to **3.50%** through January 2027[140](index=140&type=chunk)[141](index=141&type=chunk)[280](index=280&type=chunk) Gain (Loss) on Interest Rate Derivatives Designated as Cash Flow Hedges (In thousands) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------------------------------------------------------------- | :-------------------------------- | :-------------------------------- | | Amount of (loss) gain recognized in accumulated other comprehensive income on interest rate derivatives | $(1,200) | $7,047 | | Amount of gain reclassified from accumulated other comprehensive income into income as interest expense | $3,794 | $4,767 | [Note 8 — Stockholders' Equity](index=28&type=section&id=Note%208%20%E2%80%94%20Stockholders%27%20Equity) - **28,296,439** shares of common stock outstanding as of March 31, 2025 and December 31, 2024[151](index=151&type=chunk) - Share repurchase program (SRP) remains suspended since August 2020[152](index=152&type=chunk) - Outstanding preferred stock: **3,977,144** Series A shares and **3,630,000** Series B shares as of March 31, 2025[157](index=157&type=chunk) - Company has not declared a quarterly stock dividend since January 2024 and does not intend to declare any further stock dividends[159](index=159&type=chunk)[231](index=231&type=chunk)[296](index=296&type=chunk) [Note 9 — Related Party Transactions and Arrangements](index=29&type=section&id=Note%209%20%E2%80%94%20Related%20Party%20Transactions%20and%20Arrangements) - Internalization on September 27, 2024, terminated advisory agreement, eliminating asset management and property management fees to former Advisor and affiliates[160](index=160&type=chunk)[166](index=166&type=chunk)[233](index=233&type=chunk)[249](index=249&type=chunk)[271](index=271&type=chunk) Related Party Operation Fees and Reimbursements (Incurred, In thousands) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Acquisition cost reimbursements | $— | $20 | | Asset management fees | $— | $5,458 | | Professional fees and other reimbursements | $— | $3,958 | | Property management fees | $— | $1,470 | | **Total related party operation fees and reimbursements** | **$—** | **$10,906** | - The **$30.3 million** Promissory Note issued to the Advisor Parent in connection with the Internalization was repaid in full in January 2025[34](index=34&type=chunk)[171](index=171&type=chunk)[263](index=263&type=chunk) [Note 10 — Economic Dependency](index=32&type=section&id=Note%2010%20%E2%80%94%20Economic%20Dependency) - Prior to the Internalization, the Company was dependent on its former Advisor and affiliates for essential services including asset management, property management, and administrative responsibilities[179](index=179&type=chunk) [Note 11 — Equity-Based Compensation](index=32&type=section&id=Note%2011%20%E2%80%94%20Equity-Based%20Compensation) - Restricted Share Plan (RSP) expired in February 2023; no unvested shares or unrecognized compensation cost as of March 31, 2025[180](index=180&type=chunk) - Compensation expense related to restricted shares was **$0.2 million** for the three months ended March 31, 2024, and **$0** for 2025[180](index=180&type=chunk) [Note 12 — Accumulated Other Comprehensive Income](index=32&type=section&id=Note%2012%20%E2%80%94%20Accumulated%20Other%20Comprehensive%20Income) Changes in Accumulated Other Comprehensive Income (In thousands) | Item | Unrealized Gain on Designated Derivative | | :-------------------------------------------------------------------------------- | :--------------------------------------- | | Balance, December 31, 2024 | $16,640 | | Amount of gain recognized in accumulated other comprehensive income on interest rate derivatives | $(1,200) | | Amount of gain reclassified from accumulated other comprehensive income | $(3,794) | | **Balance, March 31, 2025** | **$11,646** | [Note 13 — Non-controlling Interests](index=33&type=section&id=Note%2013%20%E2%80%94%20Non-controlling%20Interests) Non-controlling Interests Breakdown (In thousands) | Item | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :------------- | :---------------- | | Series A Preferred Units held by third parties | $2,578 | $2,578 | | Common OP Units held by third parties | $2,172 | $2,212 | | Non-controlling Interests in property owning subsidiaries | $791 | $775 | | **Total Non-controlling interests** | **$5,541** | **$5,565** | Net Loss Attributable to Non-controlling Interests (In thousands) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net loss attributable to non-controlling interests | $(54) | $— | [Note 14 — Net Loss Per Share](index=34&type=section&id=Note%2014%20%E2%80%94%20Net%20Loss%20Per%20Share) Net Loss Per Share Attributable to Common Stockholders (In thousands, except per share data) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net loss attributable to common stockholders | $(5,019) | $(19,000) | | Basic and diluted weighted-average shares outstanding | 28,296,439 | 28,287,140 | | **Basic and diluted net loss per share** | **$(0.18)** | **$(0.67)** | Weighted Average Antidilutive Common Stock Equivalents | Item | 2025 | 2024 | | :------------------------------------------ | :--- | :--- | | Unvested restricted shares | — | 13,103 | | Common OP Units | 124,161 | 124,161 | | Class B Units | 109,865 | 109,865 | | **Total weighted average antidilutive common stock equivalents** | **234,026** | **247,129** | [Note 15 — Segment Reporting](index=35&type=section&id=Note%2015%20%E2%80%94%20Segment%20Reporting) - Company's Chief Executive Officer serves as the Chief Operating Decision Maker (CODM), evaluating performance and allocating resources based on OMF and SHOP segments[203](index=203&type=chunk)[204](index=204&type=chunk) Net Operating Income (NOI) by Segment (Three Months Ended March 31, In thousands) | Segment | 2025 | 2024 | | :----------------------------------- | :--- | :--- | | OMFs NOI | $19,466 | $24,899 | | SHOPs NOI | $9,437 | $8,255 | | **Total NOI** | **$28,903** | **$33,154** | - OMF NOI decreased by **21.8%** primarily due to the disposition of **24** OMFs subsequent to March 31, 2024[243](index=243&type=chunk) - SHOP NOI increased by **14.3%** due to positive trends in revenue from occupancy gains and continued expense management, partially offset by disposition of **two** SHOPs[246](index=246&type=chunk) [Note 16 — Commitments and Contingencies](index=38&type=section&id=Note%2016%20%E2%80%94%20Commitments%20and%20Contingencies) - As of March 31, 2025, the Company had **$6.9 million** in operating lease right-of-use (ROU) assets and **$7.8 million** in operating lease liabilities[216](index=216&type=chunk) - Ground operating leases have a weighted-average remaining lease term of **29.6 years** and a weighted-average discount rate of **7.35%** as of March 31, 2025[217](index=217&type=chunk) - No material legal or regulatory proceedings pending or known to be contemplated against the Company[218](index=218&type=chunk)[312](index=312&type=chunk) [Note 17 — Subsequent Events](index=39&type=section&id=Note%2017%20%E2%80%94%20Subsequent%20Events) - Disposed of **one** OMF and **three** SHOPs for an aggregate contract sales price of **$9.1 million** subsequent to March 31, 2025[222](index=222&type=chunk)[284](index=284&type=chunk) - Repaid in full and terminated the OMF Warehouse Facility (**$21.7 million**) and **two** related interest rate caps in April 2025[223](index=223&type=chunk)[279](index=279&type=chunk)[281](index=281&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.](index=40&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Analyzes Q1 2025 financial condition and results, including segment performance, cash flow, liquidity, and non-GAAP measures [Overview](index=40&type=section&id=Overview) - Company is a REIT owning **181** healthcare-related properties (OMFs and SHOPs) across **30** states, totaling **7.6 million** rentable square feet as of March 31, 2025[228](index=228&type=chunk)[237](index=237&type=chunk) - Internalized advisory and property management functions on September 27, 2024, eliminating related party fees[229](index=229&type=chunk)[233](index=233&type=chunk) - Effected a one-for-four reverse stock split on September 30, 2024[234](index=234&type=chunk) - Published a new Estimated Per-Share NAV of **$32.15** as of December 31, 2024, on March 26, 2025[232](index=232&type=chunk) [Results of Operations](index=42&type=section&id=Results%20of%20Operations) Key Financial Results (Three Months Ended March 31, In thousands) | Item | 2025 | 2024 | Increase (Decrease) | | :----------------------------------- | :--- | :--- | :---------------- | | Revenue from tenants | $86,443 | $88,299 | $(1,856) | | Total expenses | $98,408 | $89,419 | $8,989 | | Operating income (loss) | $13,024 | $(1,120) | $14,144 | | Net loss attributable to common stockholders | $(5,019) | $(19,000) | $13,981 | - Net loss attributable to common stockholders decreased by **$13.98 million**, from **$(19.0) million** in Q1 2024 to **$(5.0) million** in Q1 2025[241](index=241&type=chunk) - Gain on sale of real estate investments was **$25.0 million** in Q1 2025, compared to **$0** in Q1 2024[241](index=241&type=chunk)[254](index=254&type=chunk) - Operating fees to related parties decreased by **$6.4 million** to **$0** in Q1 2025 due to the Internalization[241](index=241&type=chunk)[250](index=250&type=chunk) - Impairment charges increased to **$11.9 million** in Q1 2025 from **$0.3 million** in Q1 2024[241](index=241&type=chunk)[248](index=248&type=chunk) [Segment Results — Outpatient Medical Facilities](index=43&type=section&id=Segment%20Results%20%E2%80%94%20Outpatient%20Medical%20Facilities) OMF Segment Performance (Three Months Ended March 31, In thousands) | Item | 2025 | 2024 | Increase (Decrease) to NOI | | :----------------------------------- | :--- | :--- | :---------------- | | Revenue from tenants | $30,635 | $34,599 | $(3,964) | | Less: Property operating and maintenance | $11,169 | $9,700 | $1,469 | | **NOI** | **$19,466** | **$24,899** | **$(5,433)** | - OMF NOI decreased by **21.8%** (**$5.4 million**) primarily due to the disposition of **24** OMFs subsequent to March 31, 2024[243](index=243&type=chunk) [Segment Results — Seniors Housing Operating Properties](index=43&type=section&id=Segment%20Results%20%E2%80%94%20Seniors%20Housing%20Operating%20Properties) SHOP Segment Performance (Three Months Ended March 31, In thousands) | Item | 2025 | 2024 | Increase (Decrease) to NOI | | :----------------------------------- | :--- | :--- | :---------------- | | Revenue from tenants | $55,808 | $53,700 | $2,108 | | Less: Property operating and maintenance | $46,371 | $45,445 | $926 | | **NOI** | **$9,437** | **$8,255** | **$1,182** | - SHOP NOI increased by **14.3%** (**$1.2 million**) primarily due to positive trends in revenue from occupancy gains and continued expense management, partially offset by the disposition of **two** SHOPs[246](index=246&type=chunk) - Occupancy for the SHOP segment increased from **75.6%** in Q1 2024 to **78.8%** in Q1 2025[244](index=244&type=chunk) [Cash Flows](index=45&type=section&id=Cash%20Flows) Cash Flow Summary (Three Months Ended March 31, In thousands) | Item | 2025 | 2024 | Increase (Decrease) | | :------------------------------------------ | :--- | :--- | :---------------- | | Net cash (used in) provided by operating activities | $(21,229) | $2,543 | $(23,772) | | Net cash provided by (used in) investing activities | $78,043 | $(12,216) | $90,259 | | Net cash used in financing activities | $(4,501) | $(5,229) | $728 | | **Net change in cash, cash equivalents and restricted cash** | **$52,313** | **$(14,902)** | **$67,215** | - Operating cash flow decreased by **$23.8 million**, primarily due to the full repayment of a **$30.3 million** promissory note in January 2025[263](index=263&type=chunk) - Investing cash flow increased by **$90.3 million**, driven by proceeds from the sale of **12** OMFs in Q1 2025[264](index=264&type=chunk) [Liquidity and Capital Resources](index=45&type=section&id=Liquidity%20and%20Capital%20Resources) - Believes it has sufficient current liquidity to meet financial obligations for at least the next twelve months[266](index=266&type=chunk) - Cash and cash equivalents were **$71.4 million** as of March 31, 2025[269](index=269&type=chunk) - Total debt leverage ratio was approximately **44.6%** as of March 31, 2025 (total debt of **$1.1 billion** divided by total gross asset value of **$2.3 billion**)[272](index=272&type=chunk) - Total gross borrowings were **$1.1 billion** at a weighted-average interest rate of **5.40%** (**5.1%** inclusive of non-designated interest rate caps) and a weighted-average remaining term of **3.9 years**[273](index=273&type=chunk) - Board authorized a **$50.0 million** stock repurchase program for Series A and Series B Preferred Stock on May 2, 2025[285](index=285&type=chunk) [Non-GAAP Financial Measures](index=47&type=section&id=Non-GAAP%20Financial%20Measures) - FFO and AFFO are used as supplemental non-GAAP measures to evaluate operating performance, excluding items like depreciation, impairment, and gains/losses from real estate sales[287](index=287&type=chunk)[289](index=289&type=chunk)[291](index=291&type=chunk) FFO and AFFO Attributable to Stockholders (Three Months Ended March 31, In thousands) | Item | 2025 | 2024 | | :----------------------------------- | :--- | :--- | | Net loss attributable to common stockholders (GAAP) | $(5,019) | $(19,000) | | FFO (as defined by NAREIT) attributable to stockholders | $4,116 | $907 | | **AFFO attributable to stockholders** | **$8,785** | **$1,505** | - AFFO attributable to stockholders increased significantly to **$8.8 million** in Q1 2025 from **$1.5 million** in Q1 2024[293](index=293&type=chunk) [Dividends and Other Distributions](index=49&type=section&id=Dividends%20and%20Other%20Distributions) - Quarterly distributions on Series A Preferred Stock are **$0.460938 per share** (**7.375% per annum**) and on Series B Preferred Stock are **$0.445313 per share** (**7.125% per annum**)[295](index=295&type=chunk) - No cash dividends paid on common stock since mid-2020; stock dividends were issued from October 2020 until January 2024, with no further stock dividends intended[296](index=296&type=chunk) Source of Distribution Coverage (Three Months Ended March 31, 2025, In thousands) | Item | Amounts | Percentage of Distributions | | :----------------------------------- | :--- | :--- | | Distributions to holders of Series A Preferred Stock | $1,834 | 52.4% | | Distributions to holders of Series B Preferred Stock | $1,616 | 46.2% | | Distributions paid to holders of Series A Preferred Units | $47 | 1.4% | | **Total cash distributions** | **$3,497** | **100.0%** | | Source of distribution coverage: | | | | Cash flows used in operations | $— | —% | | **Available cash on hand** | **$3,497** | **100.0%** | - Cash flows used in operations were **$(21.2) million** for Q1 2025; distributions to preferred stockholders and Series A Preferred Units were funded by available cash on hand[302](index=302&type=chunk) [Inflation](index=50&type=section&id=Inflation) - Inflation, driven by labor shortages, supply chain disruptions, higher property insurance, property tax, and interest rates, adversely impacts operations and liquidity[267](index=267&type=chunk)[304](index=304&type=chunk) - Most OMF leases contain rent escalation provisions, but these rates are generally below the current 12-month Consumer Price Index increase of **3.0%** as of March 31, 2025[304](index=304&type=chunk) - SHOP leases, being short-term, allow for market rate renewals, but increased operating costs, particularly labor, could affect results if not offset by higher rents[307](index=307&type=chunk) [Related-Party Transactions and Agreements](index=51&type=section&id=Related-Party%20Transactions%20and%20Agreements) - Refer to Note 9 for details on related party transactions and agreements, which were significantly impacted by the Internalization[308](index=308&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk.](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) No material change in market risk exposure during Q1 2025, with further details in the Annual Report on Form 10-K - No material change in exposure to market risk during the three months ended March 31, 2025[309](index=309&type=chunk) [Item 4. Controls and Procedures.](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures.) CEO and CFO affirmed effective disclosure controls as of March 31, 2025; no material changes in internal control over financial reporting - Disclosure controls and procedures were effective as of March 31, 2025, as concluded by the CEO and CFO[310](index=310&type=chunk) - No material changes in internal control over financial reporting during the three months ended March 31, 2025[311](index=311&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings.](index=49&type=section&id=Item%201.%20Legal%20Proceedings.) The company is not involved in any material pending legal proceedings, nor are its properties subject to such - Not a party to, and none of its properties are subject to, any material pending legal proceedings[312](index=312&type=chunk) [Item 1A. Risk Factors.](index=49&type=section&id=Item%201A.%20Risk%20Factors.) No material changes to risk factors disclosed in the Annual Report on Form 10-K for FY2024 are reported - No material changes to the risk factors disclosed in the Annual Report on Form 10-K for the year ended December 31, 2024[313](index=313&type=chunk) [Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities.](index=49&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%2C%20Use%20of%20Proceeds%20and%20Issuer%20Purchases%20of%20Equity%20Securities.) No unregistered sales of equity securities, use of proceeds, or issuer purchases of equity securities occurred - None reported for unregistered sales of equity securities, use of proceeds, or issuer purchases of equity securities[314](index=314&type=chunk) [Item 3. Defaults Upon Senior Securities.](index=49&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities.) No defaults upon senior securities were reported during the period - None reported for defaults upon senior securities[315](index=315&type=chunk) [Item 4. Mine Safety Disclosures.](index=49&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This item is not applicable to the company - Not applicable[316](index=316&type=chunk) [Item 5. Other Information.](index=49&type=section&id=Item%205.%20Other%20Information.) No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement - No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the last fiscal quarter[317](index=317&type=chunk) [Item 6. Exhibits.](index=50&type=section&id=Item%206.%20Exhibits.) The report includes various exhibits, such as certifications, written statements, and Inline XBRL documents - Includes certifications (31.1, 31.2), written statements (32), and Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104) as exhibits[319](index=319&type=chunk) [Signatures.](index=51&type=section&id=Signatures.) Report signed by Michael Anderson (CEO, President, Director) and Scott M. Lappetito (CFO, Treasurer) on May 8, 2025 - Report signed by Michael Anderson (CEO, President, Director) and Scott M. Lappetito (CFO, Treasurer) on May 8, 2025[322](index=322&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 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: 001-39153 National Healthcare Properties, Inc. (Exact name of registrant as specified in its charter) Maryland 38-3 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 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: 001-39153 National Healthcare Properties, Inc. (Exact name of registrant as specified in its charter) (Sta ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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: 001-39153 Healthcare Trust, Inc. (Exact name of registrant as specified in its charter) | Maryland | 38-3888962 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 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: 001-39153 Healthcare Trust, Inc. (Exact name of registrant as specified in its charter) | Maryland | 38-388896 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 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: 001-39153 Healthcare Trust, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdictio ...