Sabra Health Care REIT, Inc.
For the period ended Jun 30, 2026. Filed Aug 3, 2026.
View on SEC.govAbout this filing
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.
Jun 30, 2026 · Filed Aug 3, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-03.
0001492298-26-000028
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 114 previous paragraphs and 150 current paragraphs.
78 unchanged; 33 reworded; 25 added; 3 removed; 0 previous and 14 current paragraphs rearranged.
Tables are not compared: 6 previous and 7 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 (25)
Current report
Dispositions
Current report
During the six months ended June 30, 2026, we completed the sale of six skilled nursing/transitional care facilities and one Senior Housing - Managed community for aggregate consideration, net of closing costs, of $93.6 million. The net carrying value of the assets and liabilities of these facilities was $55.9 million, which resulted in an aggregate $46.1 million net gain on sale from the disposition of three facilities, partially offset by an aggregate $8.4 million net loss on sale from the disposition of four facilities. We continue to evaluate additional assets for sale as we look to further improve our portfolio quality.
Current report
Loans Receivable and Other Investments
Current report
During the six months ended June 30, 2026, we agreed to and received a reduced cash payment of $200.0 million in full satisfaction of the $300.0 million Recovery Centers of America mortgage loan, resulting in a write-off of $100.0 million.
Current report
During the three months ended June 30, 2026, we recognized $2.7 million of other expense primarily due to lease termination expense related to one community that was transitioned from our triple-net portfolio to Senior Housing - Managed communities. During the three months ended June 30, 2025, we recognized $14.7 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 $1.0 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 $3.2 million of transition expenses related to the transition of Senior Housing - Managed communities to new operators.
Current report
Net Gain on Sales of Real Estate
Current report
During the three months ended June 30, 2026, we recognized an aggregate net gain of $37.7 million related to the disposition of seven facilities, including a $46.1 million gain on sale related to the disposition of three facilities, partially offset by an $8.4 million net loss on sale related to the disposition of four facilities. During the three months ended June 30, 2025, we recognized an aggregate net gain of $10.0 million related to the disposition of six facilities.
Current report
(1)Represents the dollar amount increase (decrease) for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 as a result of investments/dispositions made after January 1, 2025.
Current report
Rental and Related Revenues
Current report
Resident Fees and Services
Current report
During the six months ended June 30, 2026, we recognized $245.5 million of resident fees and services compared to $156.4 million for the six months ended June 30, 2025. The $89.1 million net increase is due to(i) a $60.9 million increase related to 18 Senior Housing - Managed communities acquired after January 1, 2025, (ii) a $20.7 million increase related to eight facilities that were transitioned to Senior Housing - Managed communities after January 1, 2025 and (iii) a $9.5 million increase primarily related to increased occupancy and an increase in rates. These increases are partially offset by a $1.3 million decrease due to one Senior Housing - Managed community that was closed in August 2025 and a $0.6 million decrease due to one Senior Housing - Managed community that was disposed of after January 1, 2025.
Current report
Interest and Other Income
Current report
Depreciation and Amortization
Current report
During the six months ended June 30, 2026, we incurred $109.5 million of depreciation and amortization expense compared to $87.1 million for the six months ended June 30, 2025. The net increase of $22.4 million is due toa $26.1 million increase from properties acquired after January 1, 2025 and the acquisition of the operations of five Senior Housing - Managed communities previously leased to the tenant under triple-net operating leases and a $1.4 million increase from additions to real estate. These increases are partially offset by a $3.5 million decrease due to assets that have been fully depreciated and a $2.2 million decrease from properties disposed of after January 1, 2025.
Current report
Interest
Current report
General and Administrative
Current report
During the six months ended June 30, 2026, we recognized a $102.2 million provision for loan losses and other reserves primarily associated with the reduced cash repayment of $200.0 million in full satisfaction of the $300.0 million Recovery Centers of America mortgage loan. During the six months ended June 30, 2025 we recognized a $0.4 million recovery of loan losses associated with our loans receivable investments.
Current report
During the six months ended June 30, 2026, we recognized a $0.4 million impairment of real estate related to one closed facility and one sold facility. During the six months ended June 30, 2025, we recognized a $4.1 million impairment of real estate related to one sold facility.
Current report
Other (Expense) Income
Current report
During the six months ended June 30, 2026, we recognized $2.7 million of other expense primarily due to lease termination expense related to one community that was transitioned from our triple-net portfolio to Senior Housing - Managed communities. During the six months ended June 30, 2025, we recognized $14.7 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 $1.0 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 $3.2 million of transition expenses related to the transition of Senior Housing - Managed communities to new operators.
Current report
Net Gain on Sales of Real Estate
Current report
During the six months ended June 30, 2026, we recognized an aggregate net gain of $37.7 million related to the disposition of seven facilities, including a $46.1 million net gain on sale related to the disposition of three facilities, partially offset by an $8.4 million net loss on sale from the disposition of four facilities. During the six months ended June 30, 2025, we recognized an aggregate net gain of $10.0 million related to the disposition of five skilled nursing/transitional care facilities and one behavioral health facility.
Current report
Income from Unconsolidated Joint Ventures
Current report
Income Tax Expense
Current report
During each of the three and six months ended June 30, 2026, we issued 3.2 million shares in settlement of the remaining outstanding forward sale agreements under the Prior ATM Program, at a weighted average net price of $17.50 per share, after commissions and fees, resulting in net proceeds of $56.3 million.
Removed paragraphs (3)
Previous report
Recovery of Loan Losses
Previous report
Impairment of Real Estate
Previous 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.
Reworded paragraphs (33)
Previous 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.
Current wording
During the six months ended June 30, 2026, we acquired seven Senior Housing - Managed communities, two skilled nursing/transitional care facilities and exercised our option to acquire one skilled nursing/transitional care facility for aggregate consideration of $287.6 million, including acquisition costs. Additionally, during the six months ended June 30, 2026, we invested $8.2 million in the purchase of bed rights and land related to the development of one skilled nursing/transitional care facility and purchased the operations of one Senior Housing - Managed community previously leased to the tenant under a triple-net operating lease for $16.3 million. 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 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.
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 six months ended June 30, 2026.
Previous 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.
Current wording
As of June 30, 2026, our investment portfolio consisted of 364 real estate properties held for investment, 11 investments in loans receivable, four preferred equity investments and two investments in unconsolidated joint ventures. As of June 30, 2025, our investment portfolio consisted of 359 real estate properties held for investment, 13 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.
Previous 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.
Current wording
During the three months ended June 30, 2026, we recognized $101.3 million of rental income compared to $99.8 million for the three months ended June 30, 2025. The $1.5 million net increase in rental income is related to (i) a $4.4 million increase in revenue as the result of changing our estimates of collectability for certain leases within our triple-net leased portfolio, lease amendments and annual rental increases based on changes in the Consumer Price Index, (ii) a $3.5 million net increase in revenue related to leases that are not accounted for on an accrual basis and (iii) a $1.1 million increase from properties acquired after April 1, 2025. These increases are partially offset by (i) a $4.5 million decrease related to facilities that were transitioned to Senior Housing - Managed communities after April 1, 2025, (ii) a $2.5 million decrease from properties disposed of after April 1, 2025 and (iii) a $0.6 million decrease related to facilities that were transitioned to new operators after April 1, 2025.
Previous 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.
Current wording
During the three months ended June 30, 2026, we recognized $128.8 million of resident fees and services compared to $79.0 million for the three months ended June 30, 2025. The $49.8 million net increase is due to (i) a $34.9 million increase related to 18 Senior Housing - Managed communities acquired after April 1, 2025, (ii) a $10.6 million increase related to five facilities that were transitioned to Senior Housing - Managed communities after April 1, 2025 and (iii) a $5.4 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 and a $0.4 million decrease due to one Senior Housing - Managed community that was sold after April 1, 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 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.
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 June 30, 2026, we recognized $5.8 million of interest and other income compared to $10.3 million for the three months ended June 30, 2025. The net decrease of $4.6 million is primarily due to a $4.1 million decrease from investments that were repaid after April 1, 2025 and a $0.5 million decrease inlate fee income.
Previous 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.
Current wording
During the three months ended June 30, 2026, we incurred $56.4 million of depreciation and amortization expense compared to $43.6 million for the three months ended June 30, 2025. The net increase of $12.8 million is due to a $15.0 million increase from properties acquired after April 1, 2025 and the acquisition of the operations of five Senior Housing - Managed communities previously leased to the tenant under triple-net operating leases and a $0.6 million increase from additions to real estate. These increases are partially offset by a $1.3 million decrease due to assets that have been fully depreciated and a $1.3 million decrease from properties disposed of after April 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 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).
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 June 30, 2026, we incurred $29.8 million of interest expense compared to $27.5 million for the three months ended June 30, 2025. The $2.2 million net increase is primarily related to an increase in interest expense related to borrowings under the Credit Agreement (as defined below).
Previous 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.
Current wording
During the three months ended June 30, 2026, we recognized $88.6 million of Senior Housing - Managed portfolio operating expenses compared to $57.4 million for the three months ended June 30, 2025. The $31.2 million net increase is primarily due to (i) a $22.4 million increase related to 18 Senior Housing - Managed communities acquired after April 1, 2025, (ii) a $6.4 million increase related to five facilities that were transitioned to Senior Housing - Managed communities after April 1, 2025, (iii) a $1.4 million increase in employee compensation primarily due to increased labor rates and staffing, (iv) a $0.9 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 party at certain communities, (v) a $0.6 million increase in advertising and marketing, (vi) a $0.3 million increase in repairs and maintenance and (vii) a $0.2 million increase in utilities due to increased rates and usage, partially offset by a $0.6 million decrease related to one Senior Housing - Managed community that was closed in August 2025 and a $0.4 million decrease related to one Senior Housing – Managed community that was sold after April 1, 2025.
Previous 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.
Current wording
During the three months ended June 30, 2026, we recognized a $102.4 million provision for loan losses and other reserves primarily associated with the reduced cash repayment of $200.0 million in full satisfaction of the $300.0 million Recovery Centers of America mortgage loan. During the three months ended June 30, 2025, we recognized a $0.2 million recovery of loan losses associated with our loans receivable investments.
Previous 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.
Current wording
During the three months ended June 30, 2026, we did not recognize any impairment of real estate. During the three months ended June 30, 2025, we recognized a $4.1 million impairment of real estate related to one sold facility.
Previous 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.
Current wording
During the three months ended June 30, 2026 and 2025, we recognized $2.2 million and$0.8 million of income from our unconsolidated joint ventures, respectively. The $1.4 million net increase is primarily related to a $0.8 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 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.
Current wording
During the three months ended June 30, 2026 and 2025, we recognized $0.7 million and $0.5 million of income tax expense, respectively. The $0.2 million change is primarily due to higher taxable income.
Previous wording
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 wording
During the six months ended June 30, 2026, we recognized $7.4 million of triple-net portfolio operating expenses compared to $7.2 million for the six months ended June 30, 2025. The $0.3 million net increase is primarilydue to adjustments in our estimates related to property taxes.
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 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.
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 six months ended June 30, 2026, general and administrative expenses were $31.7 million compared to $25.2 million for the six months ended June 30, 2025. The $6.4 million net increase isprimarily related to a $5.5 million increase in compensation for our teammates 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 six months ended June 30, 2026.
Previous 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.
Current wording
As of June 30, 2026, we had approximately $1.3 billion in liquidity, consisting of unrestricted cash and cash equivalents of $231.6 million, available borrowings under our Revolving Credit Facility (as defined below) of $682.5 million and $411.8 million related to shares outstanding under forward sale agreements under our ATM Program (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 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.
Current wording
As of June 30, 2026, no shares remained outstanding under the Prior ATM Program’s forward sale agreements.
Previous 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.
Current wording
During the three and six months ended June 30, 2026, we utilized the forward feature of the ATM Program to allow for the sale of up to 0.9 million and 7.3 million shares of our common stock, respectively, at an initial weighted average price of $20.72 and $20.26 per share, net of commissions, respectively.
Previous wording
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 wording
As of June 30, 2026, 21.4 million shares (which amount includes the 7.3 million shares referenced in the prior paragraph) remained outstanding under the ATM Program’s forward sale agreements, with an initial weighted average price of $19.24 per share, net of commissions.
Previous wording
No other shares were sold under the ATM Program during the three months ended March 31, 2026.
Current wording
No other shares were sold under the ATM Program during the three and six months ended June 30, 2026.
Previous 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.
Current wording
As of June 30, 2026, we had $334.1 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 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.
Current wording
During the six months ended June 30, 2026, net cash provided by operating activities was $184.2 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, 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 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.
Current wording
During the six months ended June 30, 2026, net cash used in investing activities was $18.6 million and included $292.5 million used for the acquisition of ten facilities, bed rights and land related to the development of one skilled nursing/transitional care facility and the operations of one Senior Housing - Managed community previously leased under a triple-net operating lease, $25.2 million used for additions to real estate, $1.0 million used to provide funding for loans receivable and $0.7 million used for fundings of preferred equity investments, partially offset by $205.1 million in repayments of loans receivable, $93.6 million of net proceeds from the sales of real estate and $2.3 million in repayments of preferred equity investments.
Previous 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.
Current wording
During the six months ended June 30, 2026, net cash used in financing activities was $5.3 million and included $151.3 million of dividends paid to stockholders, a $1.2 million contingent consideration payment and $1.1 million of principal repayments on secured debt, partially offset by $100.8 million of net borrowings from our Revolving Credit Facility and $47.7 million of 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.
Previous 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.
Current wording
(1)Principal balance does not include discount, net of $6.4 million and deferred financing costs, net of $6.6 million as of June 30, 2026.
Previous 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.
Current wording
Interest. Our estimated interest and facility fee payments based on principal amounts of debt outstanding as of June 30, 2026, applicable interest rates in effect as of June 30, 2026, and including the impact of interest rate swaps are $54.9 million for the remainder of 2026, $89.2 million in 2027, $64.2 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 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.
Current wording
Capital and Other Expenditures and Funding Commitments. For the six months ended June 30, 2026 and 2025, our aggregate capital expenditures were $25.2 million and $13.6 million, respectively. As of June 30, 2026, our aggregate commitment for future capital and other expenditures related to facilities leased under triple-net operating leases was approximately $75 million, of which $74 million will directly result in incremental rental income, and approximately $74 million is expected to be spent over the next 12 months. We also expect to fund capital expenditures related to our Senior Housing - Managed communities.
Previous 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.
Current wording
In addition, as of June 30, 2026, we have committed to provide up to an aggregate $7.9 million of future funding related to one preferred equity investment and three loan receivable investments.
Previous 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.
Current wording
We paid dividends of $151.3 million on our common stock during the six months ended June 30, 2026. On August 3, 2026, our board of directors declared a quarterly cash dividend of $0.30 per share of common stock. The dividend will be paid on August 31, 2026 to common stockholders of record as of the close of business on August 14, 2026.
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 361 real estate properties held for investment as of March 31, 2026 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 364 real estate properties held for investment as of June 30, 2026 is diversified by location across the U.S. and Canada.
Previous wording
For the three months ended March 31, 2026, no tenant relationship represented 10% or more of our total revenues.
Current wording
For the three and six months ended June 30, 2026, no tenant relationship represented 10% or more of our total revenues.
Previous 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.
Current wording
For the six months ended June 30, 2026, 31.9% 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 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.
Current wording
On July 29, 2026, CMS issued a final 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 3.3% less (ii) a productivity adjustment of 0.9%). These figures do not incorporate any of the estimated value-based purchasing reductions for skilled nursing facilities. The new payment rates become effective on October 1, 2026.
Rearranged current paragraphs (14)
Current report — wording carried from 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 June 30, 2026, general and administrative expenses were $16.8 million compared to $12.5 million for the three months ended June 30, 2025. The $4.3 million net increase is primarily related to a $3.9 million increase in compensation for our teammates as a result of increased staffing, changes in performance-based payout assumptions on incentive compensation and annual salary adjustments.
Current report — wording carried from elsewhere
Provision for (Recovery of) Loan Losses and Other Reserves
Current report — wording carried from elsewhere
Comparison of results of operations for the six months ended June 30, 2026 versus the six months ended June 30, 2025 (dollars in thousands):
Current report — wording carried from elsewhere
(2)Represents the dollar amount increase (decrease) for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 that is not a direct result of investments/dispositions made after January 1, 2025.
Current report — wording carried from elsewhere
During the six months ended June 30, 2026, we recognized $196.4 million of rental income compared to $195.9 million for the six months ended June 30, 2025. The $0.5 million net increase in rental income is related to (i) a $7.7 million increase in revenue as the result of changing our estimates of collectability for certain leases within our triple-net leased portfolio, lease amendments and annual rental increases based on changes in the Consumer Price Index, (ii) a $4.5 million net increase in revenue related to leases that are not accounted for on an accrual basis and (iii) a $1.4 million increase from properties acquired after January 1, 2025. These increases are partially offset by (i) a $7.5 million decrease related to facilities that were transitioned to Senior Housing - Managed communities after January 1, 2025, (ii) a $3.9 million decrease from properties disposed of after January 1, 2025 and (iii) a $1.3 million decrease related to facilities that were transitioned to new operators after January 1, 2025.
Current report — wording carried from 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 six months ended June 30, 2026 and 2025.
Current report — wording carried from elsewhere
Our rental income in future years will be impacted by changes in inflation. Certain of our lease agreements provide for an annual rent escalator based on the percentage change in the Consumer Price Index (but not less than zero), subject to minimum or maximum fixed percentages that range from 1.0% to 5.0%.
Current report — wording carried from 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 six months ended June 30, 2026, we recognized $15.8 million of interest and other income compared to $20.4 million for the six months ended June 30, 2025. The net decrease of $4.6 million is primarily due to investments that were repaid after January 1, 2025.
Current report — wording carried from elsewhere
We incur interest expense comprised of costs of borrowings plus the amortization of deferred financing costs related to our indebtedness. During the six months ended June 30, 2026, we incurred $58.2 million of interest expense compared to $54.6 million for the six months ended June 30, 2025. The $3.5 millionnet increase is primarily related to an increase in interest expense related to borrowings under the Credit Agreement.
Current report — wording carried from elsewhere
Senior Housing - Managed Portfolio Operating Expenses
Current report — wording carried from elsewhere
During the six months ended June 30, 2026, we recognized $170.5 million of Senior Housing - Managed portfolio operating expenses compared to $113.9 million for the six months ended June 30, 2025. The $56.6 million net increase is primarily due to (i) a $39.3 million increase related to 18 Senior Housing - Managed communities acquired after January 1, 2025, (ii) a $13.6 million increase related to eight facilities that were transitioned to Senior Housing - Managed communities after January 1, 2025, (iii) a $2.5 million increase in employee compensation primarily due to increased labor rates and staffing, (iv) a $1.4 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 $0.8 million increase in advertising and marketing, (vi) a $0.4 million increase in utilities due to increased rates and usage and (vii) a $0.3 million increase in repairs and maintenance, partially offset by a $1.4 million decrease related to one Senior Housing - Managed community that was closed in August 2025 and a $0.6 million decrease related to one Senior Housing – Managed community that wasdisposed of after January 1, 2025.
Current report — wording carried from elsewhere
Provision for (Recovery of) Loan Losses and Other Reserves
Current report — wording carried from elsewhere
During the six months ended June 30, 2026 and 2025, we recognized $4.1 million and $1.1 million of income from our unconsolidated joint ventures, respectively. The $3.1 million net increase is primarily related toa $1.9 million increase in revenues net of operating expenses primarily due to increased occupancy and rates and a $1.2 million decrease in depreciation expense primarily due to assets that have been fully depreciated.
Current report — wording carried from elsewhere
During the six months ended June 30, 2026 and 2025, we recognized $1.2 million and $0.9 million of income tax expense, respectively. The$0.3 million change is primarily due to higher taxable income.