Sabra Health Care REIT, Inc.
For the period ended Mar 31, 2026. Filed Apr 29, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 29, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001492298-25-000039
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0001492298-26-000012
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 161 previous paragraphs and 114 current paragraphs.
70 unchanged; 38 reworded; 6 added; 43 removed; 10 previous and 0 current paragraphs rearranged.
Tables are not compared: 7 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (6)
Current report
During the three months ended March 31, 2026, we recognized $3.8 million of triple-net portfolio operating expenses compared to $3.5 million for the three months ended March 31, 2025. The $0.3 million net increase is primarily due to adjustments in our estimates related to property taxes.
Current report
Impairment of Real Estate
Current report
Other (Expense) Income
Current report
During the three months ended March 31, 2026, we recognized $0.1 million of other expense related to onboarding facilities into our Senior Housing - Managed portfolio. During the three months ended March 31, 2025, we recognized $38,000 of other income.
Current report
As of March 31, 2026, 20.5 million shares (which amount includes the 6.4 million shares referenced in the prior paragraph) remained outstanding under the ATM Program’s forward sale agreements, with an initial weighted average price of $19.17 per share, net of commissions.
Current report
Medicare Reimbursement Rates
Removed paragraphs (43)
Previous report
•Skilled Nursing Facility Reimbursement Rates
Previous report
Dispositions
Previous report
During the nine months ended September 30, 2025, we completed the sale of seven skilled nursing/transitional care facilities and one behavioral health facility for aggregate consideration, net of closing costs, of $42.9 million. The net carrying value of the assets and liabilities of these facilities was $37.4 million, which resulted in an aggregate $5.5 million net gain on sale. We continue to evaluate additional assets for sale as part of our initiative to recycle capital and further improve our portfolio quality.
Previous report
Senior Unsecured Notes
Previous report
On July 31, 2025, we redeemed all $500.0 million aggregate principal amount outstanding of the 5.125% senior unsecured notes due 2026. See “—Liquidity and Capital Resources—Material Cash Requirements—Senior Unsecured Notes.”
Previous report
Term Loan Credit Facility
Previous report
On July 30, 2025, we and certain of our subsidiaries entered into the Term Loan Credit Agreement. See “—Liquidity and Capital Resources—Material Cash Requirements—Term Loan Credit Agreement.”
Previous report
At-The-Market Common Stock Offering Program
Previous report
On August 5, 2025, we established the ATM Program (as defined below) pursuant to which shares of our common stock having an aggregate gross sales price of up to $750.0 million may be sold from time to time. See “—Liquidity and Capital Resources.”
Previous report
During the three months ended September 30, 2025, we recognized $3.7 million of triple-net portfolio operating expenses compared to $4.3 million for the three months ended September 30, 2024. The $0.6 million net decrease is due to a $0.3 million decrease due to facilities that have since transitioned to new operators who are now paying the property taxes directly and a $0.2 million decrease from properties disposed of after July 1, 2024.
Previous report
During the three months ended September 30, 2025, we recognized $65.9 million of Senior Housing - Managed portfolio operating expenses compared to $54.2 million for the three months ended September 30, 2024. The $11.7 million net increase is primarily due to (i) a $6.7 million increase related to eight Senior Housing - Managed communities acquired after July 1, 2024, (ii) a $3.9 million increase related to seven facilities that were transitioned to Senior Housing - Managed communities after July 1, 2024, (iii) a $0.7 million increase in management fees, dining expenses and housekeeping costs due to increased occupancy, (iv) a $0.4 million increase in employee compensation primarily due to increased labor rates and staffing and (v) a
Previous report
$0.3 million increase related to one Senior Housing - Managed community that was closed due to a fire in 2022 and did not fully reopen until November 2024, partially offset by a $0.3 million decrease in repairs and maintenance expense.
Previous report
Loss on Extinguishment of Debt
Previous report
During the three months ended September 30, 2025, we recognized a $1.2 million loss on extinguishment of debt related to $2.9 million in payments made to noteholders for early redemption net of $1.7 million of write-offs associated with unamortized premium. No loss on extinguishment of debt was recognized during the three months ended September 30, 2024.
Previous report
Other Expense
Previous report
During the three months ended September 30, 2025, we recognized $0.8 million of other expense, including $1.2 million of lease termination expense related to four communities that were transitioned from our triple-net portfolio to Senior Housing - Managed communities, partially offset by $0.6 million of other income related to insurance proceeds received related to a fire that occurred at one of our Senior Housing - Managed communities in 2022. No other expense was recognized during the three months ended September 30, 2024.
Previous report
Net Loss on Sales of Real Estate
Previous report
During the three months ended September 30, 2025, we recognized an aggregate net loss of $4.4 million primarily related to the disposition of two skilled nursing/transitional care facilities. During the three months ended September 30, 2024, we recognized an aggregate net loss of $5.7 million related to the disposition of four skilled nursing/transitional care facilities.
Previous report
Income Tax (Expense) Benefit
Previous report
(1)Represents the dollar amount increase (decrease) for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 as a result of investments/dispositions made after January 1, 2024.
Previous report
Rental and Related Revenues
Previous report
Resident Fees and Services
Previous report
During the nine months ended September 30, 2025, we recognized $248.4 million of resident fees and services compared to $207.7 million for the nine months ended September 30, 2024. The $40.7 million net increase is due toa $23.5 million increase related to 10 Senior Housing - Managed communities acquired after January 1, 2024, a $7.8 million increase related to nine facilities that were transitioned to Senior Housing - Managed communities after January 1, 2024, a $1.9 million increase related to one Senior Housing - Managed community that was closed due to a fire in 2022 and did not fully reopen until November 2024, and the remaining increase is primarily related to increased occupancy and an increase in rates.
Previous report
Interest and Other Income
Previous report
Depreciation and Amortization
Previous report
During the nine months ended September 30, 2025, we incurred $135.6 million of depreciation and amortization expense compared to $127.3 million for the nine months ended September 30, 2024. The net increase of $8.3 million is due to (i)an $8.2 million increase from properties acquired after January 1, 2024, (ii)a $2.7 million increase from additions to real estateand (iii) a $1.5 million increase due to accelerating amortization of lease intangibles related to facilities that were transitioned to Senior Housing - Managed communities after January 1, 2024. These increases are partially offset by (i) a $2.9 million decrease from properties disposed of after January 1, 2024 and (ii) a $1.4 million decrease due to assets that have been fully depreciated.
Previous report
Interest
Previous report
Triple-Net Portfolio Operating Expenses
Previous report
During the nine months ended September 30, 2025, we recognized $10.9 million of triple-net portfolio operating expenses compared to $13.0 million for the nine months ended September 30, 2024. The $2.1 million net decrease isdue to a $1.4 million decrease due to facilities that have since transitioned to new operators who are now paying the property taxes directly and a $0.6 million decrease from properties disposed of after January 1, 2024.
Previous report
General and Administrative
Previous report
Recovery of Loan Losses
Previous report
During the nine months ended September 30, 2025 and 2024, we recognized a $0.6 million and a $0.4 million recovery of loan losses, respectively, associated with our loans receivable investments.
Previous report
During the nine months ended September 30, 2025, we recognized a $6.7 million impairment of real estate related to two closed facilities. During the nine months ended September 30, 2024, we recognized an $18.5 million impairment of real estate primarily related to six facilities that have sold.
Previous report
Loss on Extinguishment of Debt
Previous report
During the nine months ended September 30, 2025, we recognized a $1.2 million loss on extinguishment of debt related to $2.9 million in payments made to noteholders for early redemption net of $1.7 million of write-offs associated with unamortized premium. No loss on extinguishment of debt was recognized during the nine months ended September 30, 2024.
Previous report
Other Income
Previous report
During the nine months ended September 30, 2025, we recognized $14.0 million of other income, including the reclassification of $17.2 million of gain related to six previously terminated interest rate swaps from accumulated other comprehensive loss to other income as the related forecasted transactions were determined to be probable not to occur and $1.7 million of other income related to insurance proceeds received related to a fire that occurred at one of our Senior Housing - Managed communities in 2022, partially offset by $3.3 million of transition expenses related to the transition of Senior Housing - Managed communities to new operators and $1.2 million of lease termination expense related to the transition of four facilities from our triple-net portfolio to Senior Housing - Managed communities. During the nine months ended September 30, 2024, we recognized $0.8 million of other income primarily related to business interruption insurance income related to one Senior Housing - Managed community that was closed due to a fire in 2022.
Previous report
Net Gain (Loss) on Sales of Real Estate
Previous report
During the nine months ended September 30, 2025, we recognized a net gain of $5.5 million primarily related to the disposition of seven skilled nursing/transitional care facilities and one behavioral health facility. During the nine months ended September 30, 2024, we recognized an aggregate net loss of $4.0 million related to the disposition of eight skilled nursing/transitional care facilities.
Previous report
Income (Loss) from Unconsolidated Joint Ventures
Showing the first 40 of 43 passages. Open the source sections for the rest.
Reworded paragraphs (38)
Previous wording
We elected to be treated as a REIT with the filing of our U.S. federal income tax return for the taxable year beginning January 1, 2011. We believe that we have been organized and have operated, and we intend to continue to operate, in a manner to qualify as a REIT. We operate through an umbrella partnership, commonly referred to as an UPREIT structure, in which substantially all of our properties and assets are held by Sabra Health Care Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), of which we are the sole general partner and a wholly owned subsidiary of ours is currently the only limited partner, or by subsidiaries of the Operating Partnership.
Current wording
We elected to be treated as a REIT with the filing of our U.S. federal income tax return for the taxable year beginning January 1, 2011. We believe that we have been organized and have operated, and we intend to continue to operate, in a manner to qualify as a REIT. We operate through an umbrella partnership, commonly referred to as an UPREIT structure, in which substantially all of our properties and assets are held by Sabra Health Care Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), or by subsidiaries of the Operating Partnership. We are the sole general partner of the Operating Partnership and we and one of our wholly owned subsidiaries are the sole limited partners of the Operating Partnership.
Previous wording
Our operations have been and are expected to continue to be impacted by economic and market conditions. Increases in interest rates and operating expenses, inflation and increased volatility in public equity and fixed income markets have led to increased costs and limited the availability of capital.
Current wording
Our operations have been and are expected to continue to be impacted by economic and market conditions. Increases in operating expenses, inflation and increased volatility in public equity and fixed income markets have led to increased costs and limited the availability of capital.
Previous wording
During the nine months ended September 30, 2025, we acquired seven Senior Housing - Managed communities, three of which were acquired through a consolidated joint venture in which we have a 95% equity interest, and acquired 24 units on the campus of one of our Senior Housing - Leased communities for aggregate consideration of $283.1 million, including acquisition costs. Additionally, during the nine months ended September 30, 2025, we purchased the operations of four Senior Housing - Managed communities previously leased to the tenant under triple-net operating leases for $19.7 million. See Note 3, “Recent Real Estate Acquisitions (Consolidated),” in the Notes to Consolidated Financial Statements for additional information regarding these investments.
Current wording
During the three months ended March 31, 2026, we acquired three Senior Housing - Managed communities and one skilled nursing/transitional care facility for aggregate consideration of $96.1 million, including acquisition costs. See Note 3, “Recent Real Estate Acquisitions (Consolidated),” in the Notes to Consolidated Financial Statements for additional information regarding these investments.
Previous wording
Our consolidated interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The preparation of our financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements. Additionally, other companies may utilize different estimates that may impact the comparability of our results of operations to those of companies in similar businesses. A discussion of the accounting policies that management considers critical in that they involve significant management judgments and assumptions, require estimates about matters that are inherently uncertain and because they are important for understanding and evaluating our reported financial results is included in Part II, Item 7 of our 2024 Annual Report on Form 10-K filed with the SEC. There have been no significant changes to our critical accounting policies during the nine months ended September 30, 2025.
Current wording
Our consolidated interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The preparation of our financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our financial statements. Additionally, other companies may utilize different estimates that may impact the comparability of our results of operations to those of companies in similar businesses. A discussion of the accounting policies that management considers critical in that they involve significant management judgments and assumptions, require estimates about matters that are inherently uncertain and because they are important for understanding and evaluating our reported financial results is included in Part II, Item 7 of our 2025 Annual Report on Form 10-K filed with the SEC. There have been no significant changes to our critical accounting policies during the three months ended March 31, 2026.
Previous wording
As of September 30, 2025, our investment portfolio consisted of 363 real estate properties held for investment, 14 investments in loans receivable, four preferred equity investments and two investments in unconsolidated joint ventures. As of September 30, 2024, our investment portfolio consisted of 373 real estate properties held for investment, 14 investments in loans receivable, five preferred equity investments and two investments in unconsolidated joint ventures. In general, we expect that income and expenses related to our portfolio will fluctuate in future periods in comparison to the corresponding prior periods as a result of investment and disposition activity and anticipated future changes in our portfolio. The results of operations presented are not directly comparable due to ongoing acquisition and disposition activity, including our capital recycling initiative.
Current wording
As of March 31, 2026, our investment portfolio consisted of 361 real estate properties held for investment, three assets held for sale, 13 investments in loans receivable, five preferred equity investments and two investments in unconsolidated joint ventures. As of March 31, 2025, our investment portfolio consisted of 364 real estate properties held for investment, 15 investments in loans receivable, four preferred equity investments and two investments in unconsolidated joint ventures. In general, we expect that income and expenses related to our portfolio will fluctuate in future periods in comparison to the corresponding prior periods as a result of investment and disposition activity and anticipated future changes in our portfolio. The results of operations presented are not directly comparable due to ongoing acquisition and disposition activity, including our capital recycling initiative.
Previous wording
During the three months ended September 30, 2025, we recognized $85.4 million of rental income compared to $94.6 million for the three months ended September 30, 2024. The $9.2 million net decrease in rental income is related to (i) an $11.0 million decrease in rent revenue, which includes $9.3 million of non-cash revenue write-offs and a $1.7 million decrease in cash revenue, related to facilities that were transitioned to Senior Housing - Managed communities after July 1, 2024, (ii) a $2.7 million decrease from properties disposed of after July 1, 2024 and (iii) a $1.5 million decrease related to facilities that were transitioned to new operators after July 1, 2024. These decreases are partially offset by (i) a $2.3 million net increase in non-cash rent as the result of changing our estimates of collectability for certain leases within our triple-net leased portfolio, (ii) a $2.2 million net increase in cash revenue related to percentage rent, expense recoveries and leases that are not accounted for on an accrual basis, (iii) a $1.0 million increase due to lease amendments and annual rental increases based on changes in the Consumer Price Index and (iv) a $0.2 million increase from properties acquired after July 1, 2024.
Current wording
During the three months ended March 31, 2026, we recognized $95.1 million of rental income compared to $96.0 million for the three months ended March 31, 2025. The $1.0 million net decrease in rental income is related to (i) a $3.0 million decrease related to facilities that were transitioned to Senior Housing - Managed communities after January 1, 2025, (ii) a $1.2 million decrease from properties disposed of after January 1, 2025 and (iii) a $0.6 million decrease related to facilities that were transitioned to new operators after January 1, 2025. These decreases are partially offset by (i) a $1.8 million increase due to lease amendments and annual rental increases based on changes in the Consumer Price Index, (ii) a $1.3 million net increase in cash revenue related to percentage rent, expense recoveries and leases that are not accounted for on an accrual basis, (iii) a $0.9 million net increase in revenue as the result of changing our estimates of collectability for certain leases within our triple-net leased portfolio and (iv) a $0.3 million increase from properties acquired after January 1, 2025.
Previous wording
During the three months ended September 30, 2025, we recognized $92.0 million of resident fees and services compared to $73.7 million for the three months ended September 30, 2024. The $18.3 million net increase is due to an $11.0 million increase related to eight Senior Housing - Managed communities acquired after July 1, 2024, a $5.4 million increase related to seven facilities that were transitioned to Senior Housing - Managed communities after July 1, 2024, a $0.6 million increase related to one Senior Housing - Managed community that was closed due to a fire in 2022 and did not fully reopen until November 2024, and theremaining increase is primarily related to increased occupancy and an increase in rates.
Current wording
During the three months ended March 31, 2026, we recognized $116.7 million of resident fees and services compared to $77.4 million for the three months ended March 31, 2025. The $39.2 million net increase is due to (i) a $26.1 million increase related to 14 Senior Housing - Managed communities acquired after January 1, 2025, (ii) a $10.0 million increase related to seven facilities that were transitioned to Senior Housing - Managed communities after January 1, 2025 and (iii) a $3.8 million increase primarily related to increased occupancy and an increase in rates. These increases are partially offset by a $0.7 million decrease due to one Senior Housing - Managed community that was closed in August 2025.
Previous wording
Interest and other income primarily consists of income earned on our loans receivable investments and preferred returns earned on our preferred equity investments. During the three months ended September 30, 2025, we recognized $12.7 million of interest and other income compared to $9.7 million for the three months ended September 30, 2024. The net increase of $3.0 million is primarily due to a $2.5 million increase in lease termination income and a $0.6 million increase in late fee income.
Current wording
Interest and other income primarily consists of income earned on our loans receivable investments and preferred returns earned on our preferred equity investments. During the three months ended March 31, 2026, we recognized $10.0 million of interest and other income compared to $10.1 million for the three months ended March 31, 2025. The net decrease of $41,000 is primarily due to a $0.4 million decrease from investments that were repaid after January 1, 2025, partially offset bya $0.4 million increase in late fee income.
Previous wording
During the three months ended September 30, 2025, we incurred $48.5 million of depreciation and amortization expense compared to $42.7 million for the three months ended September 30, 2024. The net increase of $5.8 million is due to (i) a $4.9 million increase from properties acquired after July 1, 2024, (ii) a $1.3 million increase due to accelerating amortization of lease intangibles related to facilities that were transitioned to Senior Housing - Managed communities after July 1, 2024 and (iii) a $1.2 million increase from additions to real estate. These increases are partially offset by (i) a $0.9 million decrease from properties disposed of after July 1, 2024 and (ii) a $0.9 million decrease due to assets that have been fully depreciated.
Current wording
During the three months ended March 31, 2026, we incurred $53.1 million of depreciation and amortization expense compared to $43.5 million for the three months ended March 31, 2025. The net increase of $9.6 million is due to an $11.6 million increase from properties acquired after January 1, 2025 and the 2025 acquisition of the operations of four Senior Housing - Managed communities previously leased to the tenant under triple-net operating leases and an $0.8 million increase from additions to real estate. These increases are partially offset by a $1.9 million decrease due to assets that have been fully depreciated and a $0.9 million decrease from properties disposed of after January 1, 2025.
Previous wording
We incur interest expense comprised of costs of borrowings plus the amortization of deferred financing costs related to our indebtedness. During the three months ended September 30, 2025, we incurred $28.9 million of interest expense compared to $29.5 million for the three months ended September 30, 2024. The $0.6 million net decrease is primarily related to a $0.9 million decrease in non-cash interest expense related to our interest rate hedges.
Current wording
We incur interest expense comprised of costs of borrowings plus the amortization of deferred financing costs related to our indebtedness. During the three months ended March 31, 2026, we incurred $28.4 million of interest expense compared to $27.1 million for the three months ended March 31, 2025. The $1.3 million net increase is primarily related to a $1.4 million increase in interest expense related to borrowings under the Credit Agreement (as defined below).
Previous wording
During the nine months ended September 30, 2025, we recognized $179.8 million of Senior Housing - Managed portfolio operating expenses compared to $154.3 million for the nine months ended September 30, 2024. The $25.5 million net increase is primarily due to (i) a $14.4 million increase related to 10 Senior Housing - Managed communities acquired after January 1, 2024, (ii) a $5.8 million increase related to nine facilities that were transitioned to Senior Housing - Managed communities after January 1, 2024, (iii) a $2.4 million increase in employee compensation primarily due to increased labor rates and staffing, (iv) a $1.3 million increase in management fees, dining expenses and housekeeping costs due to increased occupancy, (v) a $1.0 million increase related to one Senior Housing - Managed community that was closed due to a fire in 2022 and did not fully reopen until November 2024 and (vi) a $0.9 million increase in utilities primarily due to increased rates and usage, partially offset by a $0.8 million decrease in repairs and maintenance expense.
Current wording
During the three months ended March 31, 2026, we recognized $81.9 million of Senior Housing - Managed portfolio operating expenses compared to $56.5 million for the three months ended March 31, 2025. The $25.4 million net increase is primarily due to (i) a $16.9 million increase related to 14 Senior Housing - Managed communities acquired after January 1, 2025, (ii) a $7.0 million increase related to seven facilities that were transitioned to Senior Housing - Managed communities after January 1, 2025, (iii) a $1.1 million increase in employee compensation primarily due to increased labor rates and staffing, (iv) a $0.5 million increase in management fees and housekeeping costs due to increased occupancy and in dining expenses primarily due to outsourcing the service to a third partyat certain communities, (v) a $0.3 million increase in advertising and marketing, (vi) a $0.2 million increase in utilities due to increased rates and usage and (vii) a $0.1 million increase in insurance due to increased coverage, partially offset by a $0.7 million decrease related to one Senior Housing - Managed community that was closed in August 2025.
Previous wording
General and administrative expenses include compensation-related expenses as well as professional services, office costs, other costs associated with asset management, and acquisition costs. During the nine months ended September 30, 2025, general and administrative expenses were $37.8 million compared to $37.0 million for the nine months ended September 30, 2024. The $0.8 million net increase isprimarily related to a $0.4 million net increase in compensation driven by changes in performance-based payout assumptions on incentive compensation and annual salary adjustments and a $0.7 million increase in legal and professional fees due to increased transaction activity. These increases are partially offset by a $0.5 million decrease in insurance expense due to lower rates.
Current wording
General and administrative expenses include compensation-related expenses as well as professional services, office costs, other costs associated with asset management, and acquisition costs. During the three months ended March 31, 2026, general and administrative expenses were $14.9 million compared to $12.7 million for the three months ended March 31, 2025. The $2.1 million net increase is primarily related to a $1.6 million increase in compensation for our team members as a result of increased staffing, changes in performance-based payout assumptions on incentive compensation and annual salary adjustments and a $0.4 million increase related to hosting our 2026 Operator Conference during the three months ended March 31, 2026.
Previous wording
During the three months ended September 30, 2025 and 2024, we recognized a $0.2 million and a $0.1 million recovery of loan losses, respectively, associated with our loans receivable investments.
Current wording
During each of the three months ended March 31, 2026 and 2025, we recognized a $0.2 million recovery of loan losses associated with our loans receivable investments.
Previous wording
During the three months ended September 30, 2025, we recognized a $2.6 million impairment of real estate related to a closed facility. No impairment of real estate was recognized during the three months ended September 30, 2024.
Current wording
During the three months ended March 31, 2026, we recognized a $0.4 million impairment of real estate related to two closed facilities. No impairment of real estate was recognized during the three months ended March 31, 2025.
Previous wording
During the three months ended September 30, 2025, we recognized $1.2 millionof income from our unconsolidated joint ventures compared to $0.2 million of income for the three months ended September 30, 2024. The $1.0 million net improvement is primarily related to a $0.6 million increase in revenues net of operating expenses primarily due to increased occupancy and rates and a $0.5 million decrease in depreciation expense due to assets that have been fully depreciated.
Current wording
During the three months ended March 31, 2026 and 2025, we recognized $1.9 million and$0.2 million of income from our unconsolidated joint ventures, respectively. The $1.7 million net increase is primarily related to a $1.1 million increase in revenues net of operating expenses primarily due to increased occupancy and rates and a $0.6 million decrease in depreciation expense primarily due to assets that have been fully depreciated.
Previous wording
During the nine months ended September 30, 2025 and 2024, we recognized $1.3 million and $0.6 million of income tax expense, respectively. The$0.7 million change is primarily due to higher taxable income.
Current wording
During the three months ended March 31, 2026 and 2025, we recognized $0.5 million and $0.4 million of income tax expense, respectively. The $0.1 million change is primarily due to higher taxable income.
Previous wording
The following table reconciles our calculations of FFO and AFFO for the three and nine months ended September 30, 2025 and 2024, to net income, the most directly comparable GAAP financial measure, for the same periods (in thousands, except share and per share amounts):
Current wording
The following table reconciles our calculations of FFO and AFFO to net income, the most directly comparable GAAP financial measure (in thousands, except share and per share amounts):
Previous wording
As of September 30, 2025, we had approximately $1.1 billion in liquidity, consisting of unrestricted cash and cash equivalents of $200.6 million, available borrowings under our Revolving Credit Facility (as defined below) of $717.8 million and an aggregate $157.3 million related to shares outstanding under forward sale agreements under our Prior ATM Program and ATM Program (each as defined below). The Credit Agreement and Term Loan Credit Agreement (as defined below) each contain an accordion feature that can increase the total available borrowings to $2.75 billion (from U.S. $1.4 billion plus CAD $150.0 million) and to $1.0 billion (from $500.0 million), respectively, subject to terms and conditions.
Current wording
As of March 31, 2026, we had approximately $1.2 billion in liquidity, consisting of unrestricted cash and cash equivalents of $116.5 million, available borrowings under our Revolving Credit Facility (as defined below) of $645.0 million and an aggregate $451.0 million related to shares outstanding under forward sale agreements under our Prior ATM Program and ATM Program (each as defined below). The Credit Agreement and Term Loan Credit Agreement (as defined below) each contain an accordion feature that can increase the total available borrowings to $2.75 billion (from U.S. $1.4 billion plus CAD $150.0 million) and to $1.0 billion (from $500.0 million), respectively, subject to terms and conditions.
Previous wording
As of September 30, 2025, 5.5 million shares remained outstanding under the Prior ATM Program’s forward sale agreements, with an initial weighted average price of $17.96 per share, net of commissions.
Current wording
As of March 31, 2026, 3.2 million shares remained outstanding under the Prior ATM Program’s forward sale agreements, with an initial weighted average price of $18.10 per share, net of commissions.
Previous wording
During each of the three and nine months ended September 30, 2025, we utilized the forward feature of the ATM Program to allow for the sale of up to 3.2 million shares of our common stock at an initial weighted average price of $18.45 per share, net of commissions, and these shares remained outstanding as of September 30, 2025.
Current wording
During the three months ended March 31, 2026, we utilized the forward feature of the ATM Program to allow for the sale of up to 6.4 million shares of our common stock at an initial weighted average price of $20.19 per share, net of commissions.
Previous wording
No other shares were sold under the ATM Program during the three and nine months ended September 30, 2025.
Current wording
No other shares were sold under the ATM Program during the three months ended March 31, 2026.
Previous wording
As of September 30, 2025, we had $690.9 million available under the ATM Program. Subject to market conditions, we expect to use proceeds from our ATM Program to finance future investments in properties.
Current wording
As of March 31, 2026, we had $353.4 million available under the ATM Program. Subject to market conditions, we expect to use proceeds from our ATM Program to finance future investments in properties.
Previous wording
During the nine months ended September 30, 2025, net cash provided by operating activities was $261.2 million. Operating cash inflows were derived primarily from the rental payments received under our lease agreements, resident fees and services net of the corresponding operating expenses, and interest payments from borrowers under our loan and preferred equity investments. Operating cash outflows consisted primarily of interest payments on borrowings and payment of general and administrative expenses, including corporate overhead. Increases to operating cash flows primarily relate to completed investment activity and decreases to operating cash flows primarily relate to disposition activity. Interest payment outflows are impacted by increases or decreases in borrowings and changes in interest rates. In addition, the change in operating cash flows was impacted by the timing of collections from our tenants and borrowers and fluctuations in the operating results of our Senior Housing - Managed communities. We expect our annualized cash flows provided by operating activities to fluctuate as a result of such activity.
Current wording
During the three months ended March 31, 2026, net cash provided by operating activities was $98.4 million. Operating cash inflows were derived primarily from the rental payments received under our lease agreements, resident fees and services net of the corresponding operating expenses, interest payments from borrowers under our loan and preferred equity investments and distributions from our unconsolidated joint ventures. Operating cash outflows consisted primarily of interest payments on borrowings and payment of general and administrative expenses, including corporate overhead. Increases to operating cash flows primarily relate to completed investment activity and decreases to operating cash flows primarily relate to disposition activity. Interest payment outflows are impacted by increases or decreases in borrowings and changes in interest rates. In addition, the change in operating cash flows was impacted by the timing of collections from our tenants and borrowers and fluctuations in the operating results of our Senior Housing - Managed communities. We expect our annualized cash flows provided by operating activities to fluctuate as a result of such activity.
Previous wording
During the nine months ended September 30, 2025, net cash used in investing activities was $261.4 million and included $301.6 million used for the acquisition of seven facilities, additional units on the campus of one of our facilities and the operations of four Senior Housing - Managed communities previously leased under triple-net operating leases, $24.2 million used for additions to real estate, $5.7 million used to provide funding for loans receivable, $1.2 million used for the investment in an unconsolidated joint venture and $0.5 million of escrow deposits for potential investments, partially offset by $43.1 million of net proceeds from the sale of real estate, $15.4 million in repayments of loans receivable, $5.6 million of distributions in excess of earnings from unconsolidated joint ventures, $4.5 million of proceeds from net investment hedges, $2.0 million in repayments of preferred equity investments and $1.3 million in insurance proceeds.
Current wording
During the three months ended March 31, 2026, net cash used in investing activities was $105.1 million and included $96.1 million used for the acquisition of four facilities and $11.9 million used for additions to real estate, partially offset by $1.9 million in repayments of loans receivable, $1.3 million in repayments of preferred equity investments and $0.1 million in insurance proceeds.
Previous wording
During the nine months ended September 30, 2025, net cash provided by financing activities was $141.7 million and included $500.0 million of proceeds from the Term Loan Credit Agreement (as defined below), $188.4 million of net proceeds from shares sold through our Prior ATM Program, net of costs related to payroll tax payments related to the issuance of common stock pursuant to equity compensation arrangements, $174.8 million of net borrowings from our Revolving Credit Facility and $2.0 million of contributions from noncontrolling interests, partially offset by $500.0 million of principal payments to redeem the 2026 Notes, $214.7 million of dividends paid to stockholders, $4.4 million of payments of deferred financing costs primarily related to the Term Loan Credit Agreement, $2.9 million of payments to noteholders for the early redemption of the 2026 Notes and $1.6 million of principal repayments on secured debt.
Current wording
During the three months ended March 31, 2026, net cash provided by financing activities was $52.1 million and included $137.8 million of net borrowings from our Revolving Credit Facility, partially offset by $75.7 million of dividends paid to stockholders, $8.2 million of net costs related to payroll tax payments related to the issuance of common stock pursuant to equity compensation arrangements and our ATM Program, a $1.2 million contingent consideration payment, $0.5 million of principal repayments on secured debt and $0.1 million of payments of deferred financing costs.
Previous wording
(1)Principal balance does not include discount, net of $7.1 million and deferred financing costs, net of $7.8 million as of September 30, 2025.
Current wording
(1)Principal balance does not include discount, net of $6.6 million and deferred financing costs, net of $7.0 million as of March 31, 2026.
Previous wording
Term Loan Credit Agreement. On July 30, 2025, the Borrowers, Sabra and the other parties thereto entered into an unsecured credit agreement for a $500.0 million U.S. dollar term loan which matures on July 30, 2030 (the “Term Loan Credit Agreement”). The proceeds were used to redeem the 2026 Notes. The Term Loan Credit Agreement also contains an accordion feature that can increase the total available borrowings to $1.0 billion, subject to terms and conditions.
Current wording
Term Loan Credit Agreement. On July 30, 2025, the Borrowers, Sabra and the other parties thereto entered into an unsecured credit agreement for a $500.0 million U.S. dollar term loan which matures on July 30, 2030 (the “Term Loan Credit Agreement”). The Term Loan Credit Agreement also contains an accordion feature that can increase the total available borrowings to $1.0 billion, subject to terms and conditions.
Previous wording
(1)Principal balance does not include deferred financing costs, net of $0.8 million as of September 30, 2025.
Current wording
(1)Principal balance does not include deferred financing costs, net of $0.7 million as of March 31, 2026.
Previous wording
Interest. Our estimated interest and facility fee payments based on principal amounts of debt outstanding as of September 30, 2025, applicable interest rates in effect as of September 30, 2025, and including the impact of interest rate swaps are $38.9 million for the remainder of 2025, $110.0 million in 2026, $89.5 million in 2027, $40.9 million in 2028, $63.8 million in 2029 and $74.2 million thereafter.
Current wording
Interest. Our estimated interest and facility fee payments based on principal amounts of debt outstanding as of March 31, 2026, applicable interest rates in effect as of March 31, 2026, and including the impact of interest rate swaps are $94.8 million for the remainder of 2026, $89.3 million in 2027, $40.9 million in 2028, $63.8 million in 2029, $40.2 million in 2030 and $34.0 million thereafter.
Previous wording
Capital and Other Expenditures and Funding Commitments. For the nine months ended September 30, 2025 and 2024, our aggregate capital expenditures were $24.2 million and $39.2 million, respectively. As of September 30, 2025, our aggregate commitment for future capital and other expenditures related to facilities leased under triple-net operating leases was approximately $18 million, of which $16 million will directly result in incremental rental income, and approximately $8 million will be spent over the next 12 months. We also expect to fund capital expenditures related to our Senior Housing - Managed communities.
Current wording
Capital and Other Expenditures and Funding Commitments. For the three months ended March 31, 2026 and 2025, our aggregate capital expenditures were $11.9 million and $7.8 million, respectively. As of March 31, 2026, our aggregate commitment for future capital and other expenditures related to facilities leased under triple-net operating leases was approximately $11 million which is expected to be spent over the next 12 months and of which $9 million will directly result in incremental rental income. We also expect to fund capital expenditures related to our Senior Housing - Managed communities.
Previous wording
In addition, as of September 30, 2025, we have committed to provide up to $0.4 million of future funding related to two loan receivable investments.
Current wording
In addition, as of March 31, 2026, we have committed to provide up to an aggregate $8.0 million of future funding related to one preferred equity investment and three loan receivable investments.
Previous wording
We paid dividends of $214.7 million on our common stock during the nine months ended September 30, 2025. On November 5, 2025, our board of directors declared a quarterly cash dividend of $0.30 per share of common stock. The dividend will be paid on November 28, 2025 to common stockholders of record as of November 17, 2025.
Current wording
We paid dividends of $75.7 million on our common stock during the three months ended March 31, 2026. On April 29, 2026, our board of directors declared a quarterly cash dividend of $0.30 per share of common stock. The dividend will be paid on May 29, 2026 to common stockholders of record as of May 15, 2026.
Previous wording
In accordance with Regulation S-X, the following aggregate summarized financial information is provided for Sabra and the Operating Partnership. This aggregate summarized financial information has been prepared from the books and records maintained by us and the Operating Partnership. The aggregate summarized financial information does not include the investments in, nor the earnings from, subsidiaries other than the Operating Partnership and therefore is not necessarily indicative of the results of operations or financial position had the Operating Partnership operated as an independent entity. Intercompany transactions have been eliminated. The aggregate summarized balance sheet information as of September 30, 2025 and December 31, 2024 and aggregate summarized statement of loss information for the nine months ended September 30, 2025 is as follows (in thousands):
Current wording
In accordance with Regulation S-X, the following aggregate summarized financial information is provided for Sabra and the Operating Partnership. This aggregate summarized financial information has been prepared from the books and records maintained by us and the Operating Partnership. The aggregate summarized financial information does not include the investments in, nor the earnings from, subsidiaries other than the Operating Partnership and therefore is not necessarily indicative of the results of operations or financial position had the Operating Partnership operated as an independent entity. Intercompany transactions have been eliminated. The aggregate summarized balance sheet information and aggregate summarized statement of loss information is as follows (in thousands):
Previous wording
Management believes our current portfolio is reasonably diversified across healthcare related real estate and geographical location and does not contain any other significant concentration of credit risks. Our portfolio of 363 real estate properties held for investment as of September 30, 2025 is diversified by location across the U.S. and Canada.
Current wording
Management believes our current portfolio is reasonably diversified across healthcare related real estate and geographical location and does not contain any other significant concentration of credit risks. Our portfolio of 361 real estate properties held for investment as of March 31, 2026 is diversified by location across the U.S. and Canada.
Previous wording
For the three and nine months ended September 30, 2025, no tenant relationship represented 10% or more of our total revenues.
Current wording
For the three months ended March 31, 2026, no tenant relationship represented 10% or more of our total revenues.
Previous wording
For the nine months ended September 30, 2025, 37.1% of our revenues was derived directly or indirectly from skilled nursing/transitional care facilities. Medicare reimburses skilled nursing facilities for Medicare Part A services under the Prospective Payment System (“PPS”), as implemented pursuant to the Balanced Budget Act of 1997 and modified pursuant to subsequent laws, most recently the Patient Protection and Affordable Care Act of 2010. PPS regulations predetermine a payment amount per patient, per day, based on a market basket index calculated for all covered costs.
Current wording
For the three months ended March 31, 2026, 31.2% of our revenues was derived directly or indirectly from skilled nursing/transitional care facilities. Medicare reimburses skilled nursing facilities for Medicare Part A services under the Prospective Payment System (“PPS”), as implemented pursuant to the Balanced Budget Act of 1997 and modified pursuant to subsequent laws. PPS regulations predetermine a payment amount per patient, per day, based on a market basket index calculated for all covered costs.
Previous wording
On April 22, 2024, the Centers for Medicare & Medicaid Services (“CMS”) issued a final rule that (i) establishes minimum nurse staffing requirements for long-term care facilities (the “Minimum Staffing Standards”) and (ii) requires facilities to meet new facility assessment requirements (the “Assessment Requirements”). The Minimum Staffing Standards became effective on June 21, 2024 with a multi-year phase-in period. The compliance deadline for the Assessment Requirements was August 8, 2024. On April 7, 2025, a federal judge vacated the Minimum Staffing Standards, and on July 4, 2025, H.R. 1 was signed into law which includes a 10-year moratorium on CMS enforcement of the Minimum Staffing Standards. However, the Assessment Requirements remain in effect and we expect that this will exacerbate the staffing challenges already faced by our tenants.
Current wording
On April 22, 2024, the Centers for Medicare & Medicaid Services (“CMS”) issued a final rule that (i) established minimum nurse staffing requirements for long-term care facilities (the “Minimum Staffing Standards”) and (ii) required facilities to meet new facility assessment requirements (the “Assessment Requirements”). The Minimum Staffing Standards were repealed by CMS, effective February 2, 2026, through an interim final rule issued on December 2, 2025. The compliance deadline for the Assessment Requirements was August 8, 2024 and they remain in effect.
Previous wording
On July 31, 2024, CMS issued a final rule regarding fiscal year 2025 Medicare rates for skilled nursing facilities providing an estimated net increase of 4.2% compared to fiscal year 2024 (comprised of (i) a market basket increase of 3.0% plus (ii) a market basket forecast error adjustment of 1.7% and less (iii) a productivity adjustment of 0.5%). These figures do not incorporate any of the estimated value-based purchasing reductions for skilled nursing facilities. The new payment rates became effective on October 1, 2024. Additionally, the rule expands the civil monetary penalties (“CMP”) that can be imposed for noncompliance to allow for more CMPs per instance and per day.
Current wording
On April 2, 2026, CMS issued a proposed rule regarding fiscal year 2027 Medicare rates for skilled nursing facilities providing an estimated net increase of 2.4% compared to fiscal year 2026 (comprised of (i) a market basket increase of 3.2% less (ii) a productivity adjustment of 0.8%). These figures do not incorporate any of the estimated value-based purchasing reductions for skilled nursing facilities. The proposed payment rates would become effective on October 1, 2026.
Rearranged previous paragraphs (10)
Previous report — wording carried elsewhere
General and administrative expenses include compensation-related expenses as well as professional services, office costs, other costs associated with asset management, and acquisition costs. During the three months ended September 30, 2025, general and administrative expenses were $12.6 million compared to $12.4 million for the three months ended September 30, 2024. The $0.2 million net increase is primarily related to increased legal and professional fees due to increased transaction activity.
Previous report — wording carried elsewhere
During the three months ended September 30, 2025, we recognized $0.4 million of income tax expense compared to $0.3 million of income tax benefit for the three months ended September 30, 2024. The $0.7 million change is primarily due to higher taxable income.
Previous report — wording carried elsewhere
Comparison of results of operations for the nine months ended September 30, 2025 versus the nine months ended September 30, 2024 (dollars in thousands):
Previous report — wording carried elsewhere
(2)Represents the dollar amount increase (decrease) for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 that is not a direct result of investments/dispositions made after January 1, 2024.
Previous report — wording carried elsewhere
During the nine months ended September 30, 2025, we recognized $281.2 million of rental income compared to $285.4 million for the nine months ended September 30, 2024. The $4.2 million net decrease in rental income is related to (i) an $11.7 million decrease in revenue, which includes $9.4 million of non-cash revenue write-offs and a $2.2 million decrease in cash revenue, related to facilities that were transitioned to Senior Housing - Managed communities after January 1, 2024, (ii) a $6.8 million decrease from properties disposed of after January 1, 2024 and (iii) a $0.6 million decrease related to facilities transitioned to new operators after January 1, 2024. These decreases are partially offset by (i) a $7.0 million net increase of non-cash rent as the result of changing our estimates of collectability for certain leases within our triple-net leased portfolio, (ii) a $3.2 million net increase in cash revenue related to percentage rent, expense recoveries and leases that are not accounted for on an accrual basis, (iii) a $2.9 million increase due to lease amendments and annual rental increases based on changes in the Consumer Price Index and (iv) a $1.2 million increase from properties acquired after January 1, 2024.
Previous report — wording carried elsewhere
Our reported rental and related revenues may be subject to increased variability in the future as a result of lease accounting standards. If at any time we cannot determine that it is probable that substantially all rents over the life of a lease are collectible, rental revenue will be recognized only to the extent of payments received and all receivables associated with the lease will be written off, irrespective of amounts expected to be collectible. However, there can be no assurances regarding the timing and amount of these revenues. Amounts due under the terms of all of our lease agreements are subject to contractual increases, and contingent rental income may be earned from certain lease agreements. No material contingent rental income was derived during the nine months ended September 30, 2025 and 2024.
Previous report — wording carried elsewhere
Interest and other income primarily consists of income earned on our loans receivable investments and preferred returns earned on our preferred equity investments. During the nine months ended September 30, 2025, we recognized $33.1 million of interest and other income compared to $27.7 million for the nine months ended September 30, 2024. The net increase of $5.3 million is due to a $2.5 million increase in lease termination income, a $1.9 million increase in late fee income and a $1.0 million increase from investments made after January 1, 2024, partially offset by a $0.1 million decrease from investments repaid after January 1, 2024.
Previous report — wording carried elsewhere
We incur interest expense comprised of costs of borrowings plus the amortization of deferred financing costs related to our indebtedness. During the nine months ended September 30, 2025, we incurred $83.5 million of interest expense compared to $87.2 million for the nine months ended September 30, 2024. The $3.6 million net decrease is primarily related toa $3.5 million decrease in non-cash interest expense related to our interest rate hedges.
Previous report — wording carried elsewhere
Senior Housing - Managed Portfolio Operating Expenses
Previous report — wording carried elsewhere
No other shares were sold under the Prior ATM Program during the three and nine months ended September 30, 2025.