National Healthcare Properties Reports Second Quarter 2025 Results

Michael Anderson, Chief Executive Officer and President, commented, “We are very pleased with our second quarter results, headlined by exceptional same store cash net operating income growth in each of the Senior Housing Operating Property and Outpatient Medical Facility segments. This across-the-board operational strength demonstrates the capabilities of our team and the quality of our portfolio, providing a tremendous backdrop for the Company as we prepare for an eventual public listing.”

Financial Performance and Other Highlights

• Net loss of $(0.85) per basic and diluted share. Nareit defined Funds from Operations (“FFO”) of $0.19 per diluted share, and Adjusted Funds from Operations (“AFFO”) of $0.32 per diluted share.
  • FFO per share increased 35.7% on a quarter-over-quarter basis.
  • AFFO per share increased 3.2% on a quarter-over-quarter basis.
• Second quarter portfolio Same Store Cash Net Operating Income (“NOI”) growth was 8.5% year-over-year.
  • Senior Housing Operating Property (“SHOP”) segment Same Store Cash NOI growth was 17.3%.
  • Outpatient Medical Facility (“OMF”) segment Same Store Cash NOI growth was 4.4%.
• Second quarter dispositions totaled $21.4 million, representing the sale of three non-core OMFs and three non-core SHOPs.

Operating Update

SHOP Portfolio

• Year-over-year Same Store Cash NOI growth of 17.3%.
• Quarter-over-quarter Same Store Cash NOI growth of 6.6%.
• Same Store average occupancy totaled 82.8%, an increase of 5.0% on a year-over-year basis.
• Same Store revenue increased 11.8% on a year-over-year basis.
• Same Store Cash NOI Margin totaled 19.5%, an expansion of 0.9% on a year-over-year basis.

OMF Portfolio

• Year-over-year Same Store Cash NOI growth of 4.4%.
• Quarter-over-quarter Same Store Cash NOI growth of 5.7%.
• Same Store ending occupancy totaled 92.2%, a decrease of 0.7% on a year-over-year basis.

Investment Activity

The Company completed dispositions with an aggregate contract sales price of $21.4 million during the quarter ended June 30, 2025. These dispositions consisted of three OMFs and three SHOPs, with each asset considered to be non-core. A net gain of $2.7 million was recognized as a result of these dispositions.

Balance Sheet and Capital

As of June 30, 2025, total debt outstanding (net of unamortized debt issuance costs) was $1.0 billion with a weighted average interest rate of 5.1% (when giving effect to interest rate hedges) and an average remaining term of 3.7 years.

Year-to-date through June 2025, the Company has paid down $83.1 million of debt using proceeds from dispositions. In April 2025, the Company fully repaid the $21.7 million Capital One OMF Warehouse Facility.

Net Leverage (Net Debt to Annualized Adjusted EBITDA) totaled 9.3x, an improvement of 0.4x relative to March 31, 2025.

Preferred Stock

On June 20, 2025, the Board of Directors declared dividends on the Company’s outstanding preferred stock as follows:

• A dividend of $0.4609375 per share on its 7.375% Series A Cumulative Redeemable Perpetual Preferred Stock to holders of record at the close of business on July 3, 2025. The dividend was paid on July 15, 2025.
• A dividend of $0.4453125 per share on its 7.125% Series B Cumulative Redeemable Perpetual Preferred Stock to holders of record at the close of business on July 3, 2025. The dividend was paid on July 15, 2025.

During the quarter ended June 30, 2025, the Company completed the repurchase of $1.8 million of previously outstanding shares of preferred stock at a weighted average yield of 12.8%, representing a $10.87 discount to face value and reducing leverage by $1.3 million on a “Net Debt + Preferred” basis.

Supplemental Information

Additional information regarding these results can be found in the Company’s supplemental financial package that will be available on the Investor Relations section of the Company’s website at nhpreit.com.

About National Healthcare Properties

National Healthcare Properties is a self-managed real estate investment trust focusing on seniors housing and outpatient medical facilities. The Company’s preferred stocks are traded on the Nasdaq Exchange under the tickers “NHPAP” and “NHPBP”. Additional information about the Company can be found on its website at nhpreit.com.

Investor & Media Contact

Email: ir@nhpreit.com

Forward-Looking Statements

This press release may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern and are based upon, among other things, the possible expansion of the Company’s portfolio; the sale of properties; the performance of its operators/tenants and properties; its ability to enter into agreements with new viable tenants for vacant space on favorable terms, or at all; its occupancy rates; its ability to acquire, develop and/or manage properties; its ability to make distributions to shareholders; its policies and plans regarding investments, financings and other matters; its tax status as a real estate investment trust; its critical accounting policies; its ability to appropriately balance the use of debt and equity; its ability to access capital markets or other sources of funds; and its ability to finance and complete, and the effect of, future acquisitions. When the Company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties. The Company’s expected results may not be achieved, and actual results may differ materially from expectations. This may be a result of various factors, including, but not limited, the risks and uncertainties described in the section titled Risk Factors of its most recent Annual Report on Form 10-K for the year ended December 31, 2024 and all other filings with the Securities and Exchange Commission. Finally, the Company assumes no obligation to update or revise any forward-looking statements or to update the reasons why actual results could differ from those projected in any forward-looking statements.

Financial Statements and Definitions

This press release includes certain non-GAAP financial measures, including FFO, AFFO, EBITDA, Adjusted EBITDA, NOI, Cash NOI and Same Store Cash NOI. While the Company believes that non-GAAP financial measures are helpful in evaluating its operating performance, the use of non-GAAP financial measures in this press release should not be considered in isolation from, or as an alternative for, a measure of financial or operating performance as defined by GAAP. There are inherent limitations associated with the use of each of these supplemental non-GAAP financial measures as an analytical tool. Additionally, the Company’s computation of non-GAAP financial measures may not be comparable to those reported by other REITs. Definitions of these non-GAAP financial measures and reconciliations to their most directly comparable GAAP measures are provided below.

Nareit FFO​ and AFFO

The Company calculates FFO consistent with the standards established over time by Nareit. Nareit defines FFO as net income or loss (computed in accordance with GAAP), adjusted for (i) real estate-related depreciation and amortization, (ii) impairment charges on depreciable real property, (iii) gains or losses from sales of depreciable real property and (iv) similar adjustments for non-controlling interests and unconsolidated entities.

The Company calculates AFFO by further adjusting FFO to reflect the performance of its portfolio for items it believes are not directly attributable to its operations. The Company’s adjustments to FFO to arrive at AFFO include removing the impacts of (i) acquisition and transaction related costs, (ii) amortization of market-lease intangible assets and liabilities, (iii) adjustments for straight-line rent, (iv) termination fees to related parties, (v) equity-based compensation expense, (vi) depreciation and amortization related to non-real estate related assets, (vii) mark-to-market gains and losses from its non-designated derivatives, (viii) non-cash components of interest expense, (ix) casualty-related charges, (x) gains or losses on extinguishment of debt and (xi) similar adjustments for non-controlling interests and unconsolidated entities.

The Company considers FFO and AFFO to be useful supplemental measures for reviewing comparative operating and financial performance because, by excluding the applicable items listed below, FFO and AFFO can help investors compare its operating performance between periods or as compared to other REITs.

Adjusted EBITDA

The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, excluding acquisition and transaction related costs, termination fees to related parties, interest and other income, amortization of market-lease intangible assets and liabilities and other non-cash items including equity-based compensation, impairment charges, casualty-related charges, gains and losses on sale of real estate investments, gains or losses on extinguishment of debt and gains and losses on derivative investments.​

Cash NOI and NOI ​

The Company defines NOI as total revenues from tenants less property operating costs. The Company defines Cash NOI as NOI excluding net amortization of above/below market lease and lease intangibles and straight-line rent adjustments that are included in GAAP revenue from tenants and property operating and maintenance.​

Cash NOI Margin​

For the SHOP segment, Cash NOI divided by revenue from tenants excluding net amortization of above/below market lease and lease intangibles.​

Net Debt​

Total gross debt less cash and cash equivalents.​

Net Debt to Annualized Adjusted EBITDA or Net Leverage​

Net Debt divided by Annualized Adjusted EBITDA (annualized based on Adjusted EBITDA for the quarter multiplied by four).​

Non-Core Properties​

Assets that have been deemed not essential to generating future economic benefit or value to the Company’s day-to-day operations and/or are scheduled to be sold.​

Occupancy or Leased %​

Occupancy for the OMF segment is presented as of the end of the period shown; occupancy for the SHOP segment is presented for the duration of the period shown.​

Same Store​

The Company defines “same store” as operational properties owned for the full period in both comparison periods and that are not otherwise excluded. Properties are excluded from same store if they are (i) Non-Core Properties (as defined above), (ii) sold, classified as held for sale, or classified as discontinued operations in accordance with GAAP; or (iii) impacted by materially disrupted events. Refer to the reconciliation of Same Store properties below.

^{(1) Includes certain advisory, legal, accounting, information technology, tax and other professional expenses and other non-recurring employee transition expenses that were directly related to the Company’s internalization and the reverse stock split.
(2) Represents the closing payments paid in connection with the Company’s internalization.
(3) Presented as total gains or losses from the Company’s non-designated derivatives net of cash received.
(4) Non-cash components of interest expense include (i) deferred financing cost amortization, (ii) mortgage discount and premium amortization and (iii) amortized gains or losses from terminated hedging instruments
(5) Includes labor, supplies and evacuation expenses from natural disasters not covered by insurance.}