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Community Healthcare Trust Inc

For the period ended Mar 31, 2025. Filed Apr 29, 2025.

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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, 2025 · Filed Apr 29, 2025

CHCT$14.84+0.9%Stored close · as of Nov 9, 2026

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Notes to Condensed Consolidated Financial Statements

March 31, 2025

(Unaudited)

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Business Overview

Community Healthcare Trust Incorporated (the ‘‘Company’’, ‘‘we’’, ‘‘our’’) was organized in the State of Maryland on March 28, 2014. The Company is a fully-integrated healthcare real estate company that owns and acquires real estate properties that are leased to hospitals, doctors, healthcare systems or other healthcare service providers. As of March 31, 2025, the Company had gross investments of approximately $1.2 billion in 201 real estate properties (including a portion ofone property accounted for as a sales-type lease with a gross amount totaling approximately $3.0 million, two properties classified as an asset held for sale with a net investment totaling approximately $6.8 million, and a property accounted for as a financing transaction investment totaling approximately $9.7 million (see Note 10 – Other Assets, net)). The properties are located in 36 states, totaling approximately 4.5 million square feet in the aggregate and were approximately 90.9% leased, excluding real estate assets held for sale, with a weighted average remaining lease term of approximately 6.7 years. Any references to square footage, property count, or occupancy percentages, and any amounts derived from these values in these notes to the Condensed Consolidated Financial Statements, are outside the scope of our independent registered public accounting firm's review.

Basis of Presentation

The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. This interim financial information should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. Management believes that all adjustments of a normal, recurring nature considered necessary for a fair presentation have been included. This interim financial information does not necessarily represent or indicate what the operating results will be for the year ending December 31, 2025. All intercompany accounts and transactions have been eliminated.

Use of Estimates in the Condensed Consolidated Financial Statements

Preparation of the Condensed Consolidated Financial Statements in accordance with GAAP requires management to make estimates and assumptions that affect amounts reported in the Condensed Consolidated Financial Statements and accompanying notes, including among others, estimates related to impairment assessments, purchase price allocations, valuation of properties held for sale, allowances for accounts and interest receivables, and valuation of financial instruments. Actual results may materially differ from those estimates.

Segment Reporting

The Company acquires and owns, or finances, healthcare-related real estate properties that are leased to hospitals, doctors, healthcare systems or other healthcare service providers throughout the U.S. The Company operates and manages its business asone reportable operating segment. Operating segments are defined as components of an enterprise where separate financial information is evaluated regularly by the chief operating decision maker ("CODM") in deciding how to allocate resources and assess performance. The Company's CODM is the Chief Executive Officer who reviews total consolidated assets and consolidated net income and assesses the performance of the Company's portfolio and makes operating decisions accordingly. There are no significant segment expenses which require disclosure other than the expense categories on the Consolidated Statements of Income.

Cash and Cash Equivalents and Restricted Cash

Cash and cash equivalents includes short-term investments with original maturities of three months or less when purchased. Restricted cash consisted of amounts held by the lender of our mortgage note payable to provide for future real estate tax, insurance expenditures and tenant improvements related to one property. The carrying amounts approximate fair value due to the short term maturity of these investments. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the Company's Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows:

Balance as of March 31,
(Dollars in thousands)20252024
Cash and cash equivalents$2,271$3,805
Restricted cash—1,141
Cash, cash equivalents and restricted cash$2,271$4,946

Accounting Pronouncements Not Yet Adopted

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, provides disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. One of the amendments in ASU 2023-09 includes disclosure of, on an annual basis, a tabular rate reconciliation of both amounts and percentages of (i) the reported income tax expense (or benefit) from continuing operations, to (ii) the product of the income (or loss) from continuing operations before income taxes and the statutory federal income tax rate using specific categories, including separate disclosure for any reconciling items within certain categories that are equal to or greater than a specified quantitative threshold of 5%. ASU 2023-09 also requires disclosure of, on an annual basis, the year-to-date amount of income taxes paid (net of refunds received) disaggregated by federal, state, and foreign jurisdictions, including additional disaggregated information on income taxes paid (net of refunds received) to an individual jurisdiction equal to or greater than 5% of total income taxes paid (net of refunds received). The amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. While the adoption is not expected to have an impact on our financial statements, it is expected to result in incremental disclosures within the footnotes to our Consolidated Financial Statements.

ASU 2024-03, Disaggregation of Income Statement Expenses, will require entities to provide enhanced disclosures related to certain expense categories included in income statement captions. ASU 2024-03 aims to increase transparency and provide investors with more detailed information about the nature of expenses reported on the face of the income statement. The new standard does not change the requirements for the presentation of expenses on the face of the income statement. Entities will be required to disaggregate, in a tabular format, expense captions presented on the face of the income statement, including but not limited to employee compensation, intangible asset amortization, and depreciation and amortization. For any remaining items within each relevant expense caption, entities must provide a qualitative description of the nature of those expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027 though early adoption is permitted. While the adoption is not expected to have an impact on our financial statements, it is expected to result in incremental disclosures within the footnotes to our Consolidated Financial Statements.

NOTE 2. REAL ESTATE INVESTMENTS

As of March 31, 2025, we had gross investments of approximately $1.2 billion in 201 real estate properties (including a portion ofone property accounted for as a sales-type lease with a gross amount totaling approximately $3.0 million, two properties classified as held for sale with a net amount totaling approximately $6.8 million, and a property accounted for as a financing transaction investment totaling approximately $9.7 million). The Company's investments are diversified by property type, geographic location, and tenant as shown in the following tables:

Property Type# of PropertiesGross Investment(in thousands)
Medical Office Building93$469,908
Inpatient Rehabilitation Hospitals9198,319
Acute Inpatient Behavioral5130,535
Specialty Centers37117,945
Physician Clinics35108,221
Behavioral Specialty Facilities1372,844
Surgical Centers and Hospitals749,007
Long-term Acute Care Hospitals221,484
Total201$1,168,263
State# of PropertiesGross Investment(in thousands)
Texas16$184,080
Illinois20140,600
Ohio26115,474
Florida25110,478
Pennsylvania1667,824
All Others98549,807
Total201$1,168,263
Primary Tenant# of PropertiesGross Investment(in thousands)
Lifepoint Health5$86,703
US HealthVest377,964
All Others (less than 4%)1931,003,596
Total201$1,168,263

NOTE 3. REAL ESTATE LEASES

Lessor Accounting

The Company’s properties are generally leased pursuant to non-cancelable, fixed-term operating leases with expiration dates through 2045. The Company’s leases generally require the lessee to pay minimum rent, with fixed rent renewal terms or increases based on a Consumer Price Index and may also include additional rent, which may include the reimbursement of taxes (including property taxes), insurance, maintenance and other operating costs associated with the leased property. Some leases also allow the lessee to renew or extend their lease term or in some cases terminate their lease, based on conditions provided in the lease.

Future minimum lease payments under the non-cancelable operating leases due to the Company for the years ending December 31, as of March 31, 2025, are as follows (in thousands):

2025 (nine months ended December 31)$76,201
202694,030
202786,550
202879,559
202969,601
2030 and thereafter374,208
$780,149

Rental income is recognized as earned over the life of the lease agreement on a straight-line basis when collection of rental payments over the term of the lease is probable. Straight-line rent increased rental income by approximately $0.6 million and $0.8 million, respectively, for the three months ended March 31, 2025 and 2024.

Purchase Option Provisions

Certain of the Company's leases provide the lessee with a purchase option or a right of first refusal to purchase the leased property. The purchase option provisions generally allow the lessee to purchase the leased property at fair value or at an amount greater than the Company's gross investment in the leased property at the time of the purchase. At March 31, 2025, the Company had an aggregate gross investment of approximately $31.5 million innine real estate properties with purchase options exercisable at March 31, 2025 that had not been exercised.

Sales-type Lease

The Company has a portion ofone property accounted for as a sales-type lease with a gross amount totaling approximately $3.0 million included in other assets, net on the Company's Condensed Consolidated Balance Sheets. Future lease payments due to the Company under this lease for the years ending December 31, as of March 31, 2025, are as follows (in thousands):

2025 (nine months ended December 31)$268
2026367
2027378
2028389
2029401
2030 and thereafter4,420
Total undiscounted lease receivable6,223
Discount(3,218)
Lease receivable$3,005

The Company recognized interest income of approximately $0.1 million during each of the three months ended March 31, 2025 and 2024 which is included in other operating interest on the Company's Condensed Consolidated Statements of Income.

Lessee Accounting

At March 31, 2025, the Company was obligated, as the lessee, under four non-prepaid ground leases accounted for as operating leases with expiration dates, including renewal options, through 2076, andtwo non-prepaid ground leases accounted for as financing leases with expiration dates through 2109, including renewal options. Any rental increases related to the Company's ground leases are generally either stated or based on the Consumer Price Index. The Company's future lease payments under these non-prepaid ground leases were as follows (in thousands):

Operating · Financing
2025 (nine months ended December 31)$33$115
202644154
202745154
202846154
202947154
2030 and thereafter1,0556,649
Total undiscounted lease payments1,2707,380
Discount(510)(4,122)
Lease liabilities$760$3,258

The following table discloses other information regarding the ground leases.

Three Months EndedMarch 31,
20252024
Operating leases:
Weighted-average remaining lease term in years (including renewal options)33.634.8
Weighted-average discount rate4.0%4.0%
Financing leases:
Weighted-average remaining lease term in years (including renewal options)38.639.6
Weighted-average discount rate4.3%4.2%

NOTE 4. REAL ESTATE ACQUISITIONS, DISPOSITION, AND ASSETS HELD FOR SALE

During the first quarter of 2025, the Company acquired a property for cash consideration of approximately $9.7 million which was accounted for as a sale-leaseback transaction. The lease, signed at closing, will commence upon completion of approximately $1.4 million in tenant improvements. Because the lease has not yet commenced and it is being accounted for as a sale-leaseback transaction, the Company could not recognize the acquisition as a real estate purchase but rather accounted for the acquisition as a financing transaction and recorded the property in other assets on the Company's Condensed Consolidated Balance Sheet. See Note 10 – Other Assets, net for additional details.

Assets Held for Sale

The Company hadtwo properties classified as held for sale as of March 31, 2025 and December 31, 2024 with respective balances shown in the table below.

(Dollars in thousands)March 31, 2025December 31, 2024
Balance Sheet data:
Land$1,225$1,225
Building, improvements, and lease intangibles8,2188,218
9,4439,443
Accumulated depreciation(2,688)(2,688)
Assets held for sale, net$6,755$6,755

NOTE 5. DEBT, NET

The table below details the Company's debt as of March 31, 2025 and December 31, 2024.

Balance as of
(Dollars in thousands)March 31, 2025December 31, 2024Maturity Dates
Credit Facility:
Revolving Credit Facility$222,000$212,00010/29
A-4 Term Loan, net124,664124,6353/28
A-5 Term Loan, net149,352149,3203/30
$496,016$485,955

Credit Facility

The Company's third amended and restated credit agreement, as amended on October 16, 2024 (the "Credit Facility") is by and among Community Healthcare Trust Incorporated, as borrower, the several banks and financial institutions party thereto as lenders, and Truist Bank, as administrative agent. The Credit Facility provides for a $400.0 million revolving credit facility (the "Revolving Credit Facility") and $275.0 million in term loans (the "Term Loans"). The Revolving Credit Facility matures on October 16, 2029. The Term Loans include a term loan facility in the aggregate principal amount of $125.0 million (the "A-4 Term Loan"), which matures on March 19, 2028, and a term loan facility in the aggregate principal amount of $150.0 million (the "A-5 Term Loan") which matures on March 14, 2030. Loans under the Credit Facility are interest only with principal amounts due as of each facility's applicable maturity date. The Company's material subsidiaries are guarantors of the obligations under the Credit Facility.

Amounts outstanding under the Revolving Credit Facility bear interest at a floating rate based on the Company's option, on either: (i) adjusted term SOFR or adjusted daily simple SOFR plus 1.15% to 1.75% or (ii) a base rate plus 0.15% to 0.75% in each case, depending upon the Company’s leverage ratio. In addition, the Company is obligated to pay an annual fee equal to 0.20% of the amount of the unused portion of the Revolving Credit Facility if amounts borrowed are greater than 33.3% of the borrowing capacity under the Revolving Credit Facility and 0.25% of the unused portion of the Revolving Credit Facility if amounts borrowed are less than or equal to 33.3% of the borrowing capacity under the Revolving Credit Facility. At March 31, 2025, the Company had $222.0 million outstanding under the Revolving Credit Facility with a borrowing capacity remaining of $178.0 million.

Amounts outstanding under the Term Loans will bear interest at a floating rate that is based, at the Company's option, on either (i) adjusted term SOFR or adjusted daily SOFR plus 1.65% to 2.30%, plus a simple SOFR adjustment equal to 0.10% per annum, or (ii) a base rate plus 0.65% to 1.30%, in each case, depending upon the Company’s leverage ratio.

The Company has entered into interest rate swaps to fix the interest rates on the Term Loans and a portion of the Revolving Credit Facility. At March 31, 2025, the Company had fixed the $275.0 million outstanding under the Term Loans and $75.0 million of the Revolving Credit Facility, which had an aggregate fixed weighted average interest rate under the swaps of approximately 4.7% and 3.8% respectively. See Note 6 – Derivative Financial Instruments for more details on the interest rate swaps. The floating rate for the $147.0 million of the Revolving Credit Facility not under a swap was approximately 6.0% at March 31, 2025.

The Company’s ability to borrow under the Credit Facility is subject to its ongoing compliance with a number of customary affirmative and negative covenants, including limitations with respect to liens, indebtedness, distributions, mergers, consolidations, investments, restricted payments and asset sales, as well as financial maintenance covenants. The Company was in compliance with its financial covenants under its Credit Facility as of March 31, 2025.

NOTE 6. DERIVATIVE FINANCIAL INSTRUMENTS

Risk Management Objective of Using Derivatives

The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company’s operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative or other purposes other than interest rate risk management. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. The Company does not anticipate that any of the counterparties will fail to meet their obligations.

Cash Flow Hedges of Interest Rate Risk

The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

As of March 31, 2025, the Company hadfifteen outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk for notional amounts totaling $350.0 million, which mature between 2026 and 2030. See Note 5 – Debt, net.

Tabular Disclosure of Fair Value of Derivative Instruments on the Balance Sheet

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024.

Asset Derivatives Fair Value atLiability Derivatives Fair Value at
(Dollars in thousands)March 31, 2025December 31, 2024Balance Sheet ClassificationMarch 31, 2025December 31, 2024Balance Sheet Classification
Interest rate swaps$12,402$17,631Other assets, net$—$—Other liabilities, net

The changes in the fair value of derivatives designated and that qualify as cash flow hedges are recorded in accumulated other comprehensive income ("AOCI") and are subsequently reclassified to interest expense in the period that the hedged forecasted transaction affects earnings.

Amounts reported in AOCI related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s Term Loans. During the next twelve months, the Company estimates that an additional $5.7 million will be reclassified from AOCI as a decrease to interest expense.

Tabular Disclosure of the Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Income

The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the three months ended March 31, 2025 and 2024.

Three Months EndedMarch 31,
(Dollars in thousands)20252024
Amount of unrealized (loss) gain recognized in OCI on derivative$(3,413)$7,870
Amount of gain reclassified from AOCI into interest expense$(1,816)$(2,797)
Total interest expense presented in the Condensed Consolidated Statements of Income in which the effects of the cash flow hedges are recorded$6,352$5,062

Tabular Disclosures of Offsetting Derivatives

The tables below present a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of March 31, 2025 and December 31, 2024. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the Condensed Consolidated Balance Sheets.

Offsetting of Derivative Assets (as of March 31, 2025)
Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
(In thousands)Gross Amounts of Recognized AssetsGross Amounts Offset in the Condensed Consolidated Balance SheetNet Amounts of Assets in the Condensed Consolidated Balance SheetsFinancial InstrumentsCash Collateral ReceivedNet Amount
Derivatives$12,402$—$12,402$—$—$12,402
Offsetting of Derivative Liabilities (as of March 31, 2025)
Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
(In thousands)Gross Amounts of Recognized LiabilitiesGross Amounts Offset in the Condensed Consolidated Balance SheetNet Amounts of Liabilities in the Condensed Consolidated Balance SheetsFinancial InstrumentsCash Collateral ReceivedNet Amount
Derivatives$—$—$—$—$—$—
Offsetting of Derivative Assets (as of December 31, 2024)
Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
(In thousands)Gross Amounts of Recognized AssetsGross Amounts Offset in the Condensed Consolidated Balance SheetNet Amounts of Assets in the Condensed Consolidated Balance SheetsFinancial InstrumentsCash Collateral ReceivedNet Amount
Derivatives$17,631$—$17,631$—$—$17,631
Offsetting of Derivative Liabilities (as of December 31, 2024)
Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets
(In thousands)Gross Amounts of Recognized LiabilitiesGross Amounts Offset in the Condensed Consolidated Balance SheetNet Amounts of Liabilities in the Condensed Consolidated Balance SheetsFinancial InstrumentsCash Collateral ReceivedNet Amount
Derivatives$—$—$—$—$—$—

Credit-risk-related Contingent Features

As of March 31, 2025, the Company did not have any derivatives in a net liability position. As of March 31, 2025, the Company had not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company terminated these interest rate swaps or breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value.

NOTE 7. STOCKHOLDERS' EQUITY

Common Stock

The following table provides a reconciliation of the beginning and ending common stock balances for the three months ended March 31, 2025 and for the year ended December 31, 2024:

(In thousands)Three Months EndedMarch 31, 2025Year Ended December 31, 2024
Balance, beginning of period28,24227,613
Issuance of common stock—313
Vested RSUs—11
Restricted stock issued, net of withheld shares and forfeitures97305
Balance, end of period28,33928,242

ATM Program

On February 18, 2025, the Company amended its at-the-market offering program ("ATM Program") with Piper Sandler & Co., Piper Sandler Financial Products II Inc., Evercore Group L.L.C., Fifth Third Securities, Inc., Huntington Securities, Inc., Janney Montgomery Scott LLC, KeyBanc Capital Markets Inc., Regions Securities LLC, Truist Bank, and Truist Securities, Inc. in their capacities as Sales Agents, Forward Purchasers and/or Forward Sellers (each, an “Agent”, and, collectively, the “Agents”).

Under the ATM Program, the Company may issue and sell shares of its common stock, having an aggregate gross sales price of up to $300.0 million, exclusive of shares of common stock sold under its prior agreements with our Agents. The shares of common stock may be sold from time to time through or to one or more of the Agents, as may be determined by the Company in its sole discretion, subject to the terms and conditions of the third amended and restated sales agency agreement and applicable law. In addition, the Company may enter into one or more forward sales agreements under the ATM Program.

The Company did not issue any shares under the ATM Program during the three months ended March 31, 2025. As of March 31, 2025, the Company had $300.0 million remaining that may be issued under the ATM Program.

NOTE 8. NET INCOME PER COMMON SHARE

The following table sets forth the computation of basic and diluted net income per common share for the three months ended March 31, 2025 and 2024, respectively.

Three Months EndedMarch 31,
(In thousands, except per share data)20252024
Net income$1,591$3,665
Participating securities' share in earnings (1)(758)(647)
Net income, less participating securities' share in earnings$833$3,018
Weighted average Common Shares outstanding
Weighted average Common Shares outstanding28,32427,680
Unvested restricted shares(1,591)(1,383)
Weighted average Common Shares outstanding–Basic26,73326,297
Weighted average Common Shares outstanding –Diluted26,73326,297
Basic Net Income Per Common Share$0.03$0.11
Diluted Net Income Per Common Share$0.03$0.11
______________
(1) Net income available to common stockholders excludes dividends paid on participating securities which include restricted stock and time-based RSUs. Dividends accrue but are not paid on unvested performance-based RSUs.

NOTE 9. STOCK INCENTIVE PLAN

Restricted Stock Awards

A summary of restricted stock award activity for the three months ended March 31, 2025 and 2024 is included in the table below, as well as compensation expense recognized from the amortization of the value of shares over the applicable vesting periods.

Three Months EndedMarch 31,
(Dollars and shares in thousands) · 2025 · 2024
Stock-based awards, beginning of period1,5601,374
Stock in lieu of compensation6143
Stock awards5847
Total stock granted11990
Vested and forfeited shares(81)(84)
Stock-based awards, end of period1,5981,380
Amortization expense$2,468$2,107

Restricted Stock Units

A summary of the Company's restricted stock unit (RSU) activity during the three months ended March 31, 2025 and 2024, respectively, is included in the table below, as well as compensation expense recognized from the amortization of the value of RSUs over the applicable vesting periods.

Three Months Ended March 31,
(Dollars and RSUs in thousands) · 2025 · 2024
Restricted Stock Units, beginning of period123—
Absolute TSR Performance-based RSUs granted (1)—57
Relative TSR Performance-based RSUs granted (1)—43
Time-based RSUs granted (2)—34
Total RSUs granted—134
Restricted Stock Units, end of period123134
Amortization expense$242$317
______________
(1) The number of performance-based RSUs granted were based on target levels. These RSUs will vest or will be forfeited based on the performance level achieved at the end of the performance period, or June 30, 2026.
(2) The number of time-based RSUs granted were based on target levels. One-third of these RSUs vest on each of June 30, 2024, 2025 and 2026.

NOTE 10. OTHER ASSETS, NET

Other assets, net on the Company's Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 are detailed in the table below.

Balance as of
(Dollars in thousands)March 31, 2025December 31, 2024
Straight-line rent receivables, net$21,051$20,426
Notes receivable, net of credit loss reserve13,92515,727
Fair value of interest rate swaps12,40217,631
Financing transaction investment9,720—
Leasing commissions, net4,1444,104
Deferred financing costs, net3,5313,725
Accounts and interest receivables, net3,4414,138
Sales-type lessor receivable3,0053,012
Financing lease right-of-use assets2,4122,427
Mortgage note receivable2,0002,000
Above-market intangible assets, net1,7691,932
Prepaid assets1,5161,666
Other1,247616
Operating lease right of use assets690698
$80,853$78,102

Notes Receivable

The Company's notes receivable included the following at March 31, 2025 and December 31, 2024:

At March 31, 2025 and December 31, 2024, notes receivable included a term loan totaling $2.3 million and $3.0 million, respectively, secured by all assets and ownership interests inseven long-term acute care hospitals andone inpatient rehabilitation hospital owned by the borrower. The term loan is being repaid in equal monthly installments of $250,000 through the maturity date of December 31, 2025 and bears interest at 9% per annum.

At March 31, 2025 and December 31, 2024, notes receivable included a fully-drawn term loan totaling $17.0 million and a revolving credit facility with $3.5 million and $4.5 million drawn, respectively, secured by assets and ownership interests ofsix geriatric behavioral hospitals and affiliated companies all of which are co-borrowers on the loans. At March 31, 2025, the Company had an unfunded commitment of $5.0 million on the revolving credit facility. The revolving credit facility bears interest at 9% per annum and matures on December 31, 2025. The term loan, as amended on March 12, 2025, bears interest at 9% per annum, with interest only payments due currently, quarterly installments of principal payments of $250,000 beginning March 31, 2026 through December 31, 2026, and quarterly installments of principal payments of $666,666 beginning on March 31, 2027 through the facility maturity on December 31, 2032. The term loan and revolving credit facility include a 3% per annum non-cash interest charge that is due and payable upon the earlier of the repayment or maturity of each note.

During 2024, the Company determined that the collectability of the term loan and revolver loan was not reasonably assured. The Company prepared a valuation of the notes based on its estimated value of the underlying collateral. Estimating the underlying fair value of underlying collateral requires management to determine certain assumptions used for the estimation of fair value, including the determination of adjusted EBITDA and the selected EBITDA multiple range. As a result, at March 31, 2025 and December 31, 2024, the Company has an $11.0 million credit loss reserve on its notes receivable with the tenant/lessee and has placed the notes on non-accrual status. Changes in cash flows of the business, changes in market data, such as market multiples, and other relevant data may drive a change in the estimated value of the underlying collateral.

At March 31, 2025 and December 31, 2024, notes receivable, as amended, also included a $2.2 million revolving credit facility with a borrower. The revolving credit facility will be repaid in monthly installments of $20,000 from March 1, 2025 through May 31, 2025, $40,000 from June 1, 2025 through November 30, 2025, and $50,000 from December 1, 2025 through the maturity date of April 1, 2027 with a balloon payment due at maturity. Therevolving credit facility bears interest at 9% per annum, as well as a 3% per annum non-cash interest charge that is due and payable upon the earlier of the repayment or maturity of the note.

At March 31, 2025 and December 31, 2024, the Company had a $2.0 million mortgage note receivable with a developer which is secured by the land, improvements, and personal property. The mortgage loan, which bears interest at 10% per annum, will be interest only until the principal is due at the earlier of the sale of the property, or August 15, 2027.

The Company identified the borrowers of these notes as variable interest entities ("VIEs"), but management determined that the Company was not the primary beneficiary of the VIEs because we lack either directly or through related parties any material decision-making rights or control of the entities that impact the borrowers' economic performance. We are not obligated to provide support beyond our stated commitment to the borrowers, and accordingly our maximum exposure to loss as a result of this relationship is limited to the amount of our outstanding notes receivable. The VIEs that we have identified at March 31, 2025 are summarized in the table below.

ClassificationCarrying Amount (in thousands)Maximum Exposure to Loss(in thousands)
Note receivable (term loan)$2,250$2,250
Notes receivable (revolving credit facility and term loan), net of credit loss$9,515$9,515
Note receivable (revolving credit facility)$2,160$2,160
Note receivable (mortgage note)$2,000$2,000

During the first quarter of 2025, the Company acquired a property for cash consideration of approximately $9.7 million which was accounted for as a sale-leaseback transaction. The lease, signed at closing, will commence upon substantial completion of approximately $1.4 million in tenant improvements. Because the lease has not yet commenced and it is being accounted for as a sale-leaseback transaction, the Company could not recognize the acquisition as a real estate purchase but rather accounted for the acquisition as a financing transaction and recorded the property in other assets on the Company's Condensed Consolidated Balance Sheet. Upon commencement of the lease, the Company will account for the acquisition as a real estate acquisition and the property will be reclassified from other assets to real estate properties on the Company's Condensed Consolidated Balance Sheet.

NOTE 11. OTHER LIABILITIES, NET

Other liabilities, net on the Company's Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 are detailed in the table below.

Balance as of
(Dollars in thousands)March 31, 2025December 31, 2024
Prepaid rent$5,757$6,504
Security deposits3,2922,975
Below-market lease intangibles, net2,1392,359
Financing lease liability3,2583,262
Operating lease liability760763
Other513491
$15,719$16,354

NOTE 12. FAIR VALUE OF FINANCIAL INSTRUMENTS

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practical to estimate the fair value.

Cash and cash equivalents and restricted cash - The carrying amount approximated the fair value. The fair value estimates were determined using level 1 inputs.

Notes and mortgage note receivable - The fair value was estimated using cash flow analyses which are based on an assumed market rate of interest or at a rate consistent with the rates on notes carried by the Company and were classified as level 2 inputs in the hierarchy.

Notes receivable, net of credit loss - The fair value of these notes, net of credit loss, was estimated based on its estimated value of the underlying collateral on the notes and are classified as Level 3 in the hierarchy.

Borrowings under our Credit Facility - The carrying amount approximated the fair value because the borrowings were based on variable market interest rates. The fair value estimates were determined using level 2 inputs.

Derivative financial instruments (Interest rate swaps) - The fair value was estimated using discounted cash flow techniques. These techniques incorporate primarily level 2 inputs. The market inputs were utilized in the discounted cash flow calculation considering the instrument’s term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation model for interest rate swaps were observable in active markets and were classified as level 2 inputs in the hierarchy.

The table below details the fair values and carrying values for our notes and mortgage note receivable, and interest rate swaps at March 31, 2025 and December 31, 2024.

March 31, 2025December 31, 2024
(Dollars in thousands)Carrying ValueFair ValueCarrying ValueFair Value
Notes and mortgage note receivable, level 2$6,410$6,511$7,180$7,248
Notes receivable, net of credit loss, level 3(1)(2)$9,515$9,515$10,547$10,547
Interest rate swap asset$12,402$12,402$17,631$17,631
___________________
(1) During 2024, the Company recorded an $11.0 million credit loss reserve related to the notes receivable with one tenant and moved from measuring fair value utilizing Level 2 inputs to Level 3 inputs, based on its estimated value of the underlying collateral.
(2) Calculated utilizing Level 3 inputs at March 31, 2025 and December 31, 2024, with no change in the credit loss reserve for the quarter ended March 31, 2025. The change in carrying and fair value is due to payments on the note receivable during the period.

NOTE 13. COMMITMENTS AND CONTINGENCIES

Tenant Improvements

The Company may provide tenant improvement allowances in new or renewal leases for the purpose of refurbishing or renovating tenant space. The Company may also assume tenant improvement obligations included in leases acquired in its real estate acquisitions. As of March 31, 2025, the Company had approximately $28.2 million in commitments for tenant improvements, of which $10.3 million relate totwo redevelopment projects of buildings into different healthcare uses backed by long-term leases.

Capital Improvements

The Company has entered into contracts with various vendors for various capital improvement projects related to its portfolio. As of March 31, 2025, the Company had approximately $3.3 million in commitments for capital improvement projects, of which $1.9 million represent four redevelopment projects of buildings into different healthcare uses backed by long-term leases.

Legal Proceedings

The Company is not aware of any pending or threatened litigation that, if resolved against the Company, would have a material adverse effect on the Company's Consolidated Financial Statements.

NOTE 14. SUBSEQUENT EVENTS

Dividend Declared

On April 24, 2025, the Company’s Board of Directors declared a quarterly common stock dividend in the amount of $0.47 per share. The dividend is payable on May 23, 2025 to stockholders of record on May 9, 2025.

Asset Disposition

In April 2025, the Company disposed of a building in Ohio and received net proceeds of approximately $0.6 million from the sale.

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