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What changed in LTC PROPERTIES INC's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of LTC PROPERTIES INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+414 added−188 removedSource: 10-K (2026-02-24) vs 10-K (2025-02-24)

Top changes in LTC PROPERTIES INC's 2025 10-K

414 paragraphs added · 188 removed · 121 edited across 3 sections

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

33 edited+51 added−6 removed13 unchanged
Biggest changeWe have traditionally taken and will continue to take a conservative approach to managing our business, choosing to maintain liquidity and exercise patience until favorable investment opportunities arise. 32 ​ Table of Contents Portfolio Overview The following tables summarize our real estate investment portfolio as of December 31, 2024 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Twelve Months Ended ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ ALF ​ Gross ​ of ​ ​ Rental ​ ​ of Total ​ ​ Owned Properties ​ Properties (1) ​ Beds (2) ​ Units (2) ​ Investments ​ Investments ​ ​ Revenue ​ ​ Revenues ​ ​ Assisted Living ​ 72 ​ — ​ 4,360 ​ $ 723,010 ​ 34.6 % ​ $ 51,537 ​ ​ 28.3 % ​ Skilled Nursing ​ 50 ​ 6,113 ​ 236 ​ ​ 598,063 ​ 28.6 % ​ ​ 63,479 ​ ​ 34.9 % ​ Other (3) ​ 1 ​ 118 ​ — ​ ​ 12,005 ​ 0.6 % ​ ​ 1,124 ​ ​ 0.6 % ​ Total Owned Properties ​ 123 ​ 6,231 ​ 4,596 ​ ​ 1,333,078 ​ 63.8 % ​ ​ 116,140 (4) ​ ​ 63.8 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Interest Income ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ ALF ​ ​ Gross ​ of ​ ​ from Financing ​ ​ of Total ​ ​ Financing Receivables ​ Properties (1) ​ Beds ​ Units ​ ​ Investments ​ Investments ​ ​ Receivable ​ ​ Revenues ​ ​ Assisted Living ​ 28 ​ — ​ 1,263 ​ ​ 284,879 ​ 13.6 % ​ ​ 16,052 ​ ​ 8.8 % ​ Skilled Nursing ​ 3 ​ 299 ​ — ​ ​ 76,603 ​ 3.7 % ​ ​ 5,611 ​ ​ 3.1 % ​ Total Financing Receivables ​ 31 ​ 299 ​ 1,263 ​ ​ 361,482 ​ 17.3 % ​ ​ 21,663 ​ ​ 11.9 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Interest Income ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ ALF ​ ​ Gross ​ of ​ ​ from Mortgage ​ ​ of Total ​ ​ Mortgage Loans ​ Properties (1) ​ Beds ​ Units ​ ​ Investments ​ Investments ​ ​ Loans ​ ​ Revenues ​ ​ Assisted Living ​ 5 ​ — ​ 334 ​ ​ 44,209 ​ 2.1 % ​ ​ 3,540 ​ ​ 1.9 % ​ Skilled Nursing ​ 22 ​ 2,726 ​ — ​ ​ 271,525 ​ 13.0 % ​ ​ 33,021 ​ ​ 18.1 % ​ Total Mortgage Loans ​ 27 ​ 2,726 ​ 334 ​ ​ 315,734 ​ 15.1 % ​ ​ 36,561 (5) ​ ​ 20.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Interest ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ ALF ​ ​ Gross ​ of ​ ​ and other ​ ​ of Total ​ ​ Notes Receivable ​ Properties (1) ​ Beds ​ Units ​ ​ Investments ​ Investments ​ ​ Income ​ ​ Revenues ​ ​ Assisted Living ​ 6 ​ — ​ 765 ​ ​ 46,150 ​ 2.2 % ​ ​ 4,911 ​ ​ 2.7 % ​ Skilled Nursing ​ — ​ — ​ — ​ ​ 1,567 ​ 0.1 % ​ ​ 353 ​ ​ 0.2 % ​ Total Notes Receivable ​ 6 ​ — ​ 765 ​ ​ 47,717 ​ 2.3 % ​ ​ 5,264 (5) ​ ​ 2.9 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Income from ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ ALF ​ ​ Gross of ​ ​ Unconsolidated ​ ​ of Total ​ ​ Unconsolidated Joint Ventures ​ Properties (1) ​ Beds ​ Units ​ ​ Investments Investments ​ ​ Joint Ventures ​ ​ Revenues ​ ​ Assisted Living ​ 2 ​ — ​ 376 ​ ​ 19,340 ​ 1.0 % ​ ​ 1,558 ​ ​ 0.9 % ​ Skilled Nursing ​ 1 ​ 104 ​ — ​ ​ 11,262 ​ 0.5 % ​ ​ 884 ​ ​ 0.5 ​ ​ Total Unconsolidated Joint Ventures ​ 3 ​ 104 ​ 376 ​ ​ 30,602 ​ 1.5 % ​ ​ 2,442 ​ ​ 1.4 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Portfolio ​ 190 ​ 9,360 ​ 7,334 ​ $ 2,088,613 ​ 100.0 % ​ $ 182,070 ​ ​ 100.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number ​ Number of ​ ​ ​ ​ Percentage ​ ​ ​ ​ of ​ SNF ​ ALF ​ Gross ​ of ​ ​ Summary of Properties by Type ​ Properties (1) ​ Beds (2) ​ Units (2) ​ Investments ​ Investments ​ ​ Assisted Living ​ 113 ​ — ​ 7,098 ​ $ 1,117,588 ​ 53.5 % ​ Skilled Nursing ​ 76 ​ 9,242 ​ 236 ​ ​ 959,020 ​ 45.9 % ​ Other (3) ​ 1 ​ 118 ​ — ​ ​ 12,005 ​ 0.6 % ​ Total Portfolio ​ 190 ​ 9,360 ​ 7,334 ​ $ 2,088,613 ​ 100.0 % ​ (1) We have investments in owned properties, properties we own accounted for as financing receivables, mortgage loans, notes receivable and unconsolidated joint ventures in 25 states to 30 different operators. ​ (2) See
Biggest changeWe have traditionally taken and will continue to take a conservative approach to managing our business, choosing to maintain liquidity and exercise patience until favorable investment opportunities arise. ​ 36 ​ Table of Contents Investment Portfolio Overview The following tables summarize our real estate investment portfolio as of December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Twelve Months Ended ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2025 ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Rental Income ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ SH ​ Gross ​ of ​ ​ and Resident ​ ​ of Total ​ ​ Owned Properties ​ Properties (1) ​ Beds (2) ​ Units (2) ​ Investments ​ Investments ​ ​ Fees and Services ​ ​ Revenues ​ ​ Triple-Net Portfolio: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Seniors Housing ​ 54 ​ — ​ 3,218 ​ $ 505,473 ​ 21.1 % ​ $ 38,040 ​ ​ 16.2 % ​ Skilled Nursing ​ 43 ​ 5,217 ​ 236 ​ ​ 527,922 ​ 22.0 % ​ ​ 54,718 ​ ​ 23.3 % ​ Other (3) ​ 1 ​ 118 ​ — ​ ​ 12,005 ​ 0.5 % ​ ​ 1,189 ​ ​ 0.5 % ​ Subtotal: Triple-Net Portfolio ​ 98 ​ 5,335 ​ 3,454 ​ ​ 1,045,400 ​ 43.6 % ​ ​ 93,947 (5) ​ ​ 40.0 % ​ SHOP: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Seniors Housing ​ 25 ​ — ​ 2,073 ​ ​ 565,265 ​ 23.6 % ​ ​ 72,116 (6) ​ ​ 30.7 % ​ Total Owned Properties ​ 123 ​ 5,335 ​ 5,527 ​ ​ 1,610,665 ​ 67.2 % ​ ​ 166,063 ​ ​ 70.7 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Interest Income ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ SH ​ ​ Gross ​ of ​ ​ from Financing ​ ​ of Total ​ ​ Financing Receivables ​ Properties (1) ​ Beds (2) ​ Units (2) ​ ​ Investments ​ Investments ​ ​ Receivable ​ ​ Revenues ​ ​ Seniors Housing ​ 28 ​ — ​ 1,263 ​ ​ 286,543 ​ 12.0 % ​ ​ 22,430 ​ ​ 9.6 % ​ Skilled Nursing ​ 3 ​ 299 ​ — ​ ​ 76,545 ​ 3.2 % ​ ​ 5,885 ​ ​ 2.5 % ​ Total Financing Receivables ​ 31 ​ 299 ​ 1,263 ​ ​ 363,088 ​ 15.2 % ​ ​ 28,315 ​ ​ 12.1 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Interest Income ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ SH ​ ​ Gross ​ of ​ ​ from Mortgage ​ ​ of Total ​ ​ Mortgage Loans ​ Properties (1) ​ Beds (2) ​ Units (2) ​ ​ Investments ​ Investments ​ ​ Loans ​ ​ Revenues ​ ​ Seniors Housing ​ 5 ​ — ​ 551 ​ ​ 123,732 ​ 5.2 % ​ ​ 6,193 ​ ​ 2.6 % ​ Skilled Nursing ​ 21 ​ 2,576 ​ — ​ ​ 253,985 ​ 10.6 % ​ ​ 30,144 ​ ​ 12.9 % ​ Under Development (4) ​ — ​ — ​ — ​ ​ 7,794 ​ 0.3 % ​ ​ 131 ​ ​ 0.1 % ​ Total Mortgage Loans ​ 26 ​ 2,576 ​ 551 ​ ​ 385,511 ​ 16.1 % ​ ​ 36,468 (7) ​ ​ 15.6 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Interest ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ SH ​ ​ Gross ​ of ​ ​ and other ​ ​ of Total ​ ​ Notes Receivable ​ Properties (1) ​ Beds (2) ​ Units (2) ​ ​ Investments ​ Investments ​ ​ Income ​ ​ Revenues ​ ​ Seniors Housing ​ 5 ​ — ​ 621 ​ ​ 25,025 ​ 1.0 % ​ ​ 2,555 ​ ​ 1.1 % ​ Skilled Nursing ​ — ​ — ​ — ​ ​ 849 ​ 0.0 % ​ ​ — ​ ​ 0.0 % ​ Total Notes Receivable ​ 5 ​ — ​ 621 ​ ​ 25,874 ​ 1.0 % ​ ​ 2,555 (8) ​ ​ 1.1 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of ​ ​ ​ ​ Percentage ​ ​ Income from ​ ​ Percentage ​ ​ ​ ​ Number of ​ SNF ​ SH ​ ​ Gross of ​ ​ Unconsolidated ​ ​ of Total ​ ​ Unconsolidated Joint Ventures ​ Properties (1) ​ Beds (2) ​ Units (2) ​ ​ Investments Investments ​ ​ Joint Ventures ​ ​ Revenues ​ ​ Skilled Nursing ​ 1 ​ 104 ​ — ​ ​ 12,524 ​ 0.5 % ​ ​ 1,178 ​ ​ 0.5 % ​ Total Unconsolidated Joint Ventures ​ 1 ​ 104 ​ — ​ ​ 12,524 ​ 0.5 % ​ ​ 1,178 (9) ​ ​ 0.5 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Portfolio ​ 186 ​ 8,314 ​ 7,962 ​ $ 2,397,662 ​ 100.0 % ​ $ 234,579 ​ ​ 100.0 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number ​ Number of ​ ​ ​ ​ Percentage ​ ​ ​ ​ of ​ SNF ​ SH ​ Gross ​ of ​ ​ Summary of Properties by Type ​ Properties (1) ​ Beds (2) ​ Units (2) ​ Investments ​ Investments ​ ​ Seniors Housing ​ 117 ​ — ​ 7,726 ​ $ 1,506,038 ​ 62.9 % ​ Skilled Nursing ​ 68 ​ 8,196 ​ 236 ​ ​ 871,825 ​ 36.3 % ​ Other (3) ​ 1 ​ 118 ​ — ​ ​ 12,005 ​ 0.5 % ​ Under Development (4) ​ — ​ — ​ — ​ ​ 7,794 ​ 0.3 % ​ Total Portfolio ​ 186 ​ 8,314 ​ 7,962 ​ $ 2,397,662 ​ 100.0 % ​ (1) We have investments in owned properties, including NNN and SHOP, properties we own accounted for as financing receivables, mortgage loans, notes receivable and unconsolidated joint ventures in 23 states to 30 different operators. ​ (2) See
Our investments in owned properties, financing leases, mortgage loans, mezzanine loans and preferred equity investments represent our primary source of liquidity to fund distributions and are dependent upon the performance of the operators on their lease and loan obligations and the rates earned thereon.
Our investments in owned real properties, financing leases, mortgage loans, mezzanine loans and preferred equity investments represent our primary source of liquidity to fund distributions and are dependent upon the performance of the operators on their lease and loan obligations and the rates earned thereon.
Issuer Purchases of Equity Securities None. ​ 29 ​ Table of Contents Stock Performance Graph The National Association of Real Estate Investment Trusts (“NAREIT”), an organization representing U.S. REITs and publicly traded real estate companies, classifies a company with 50% or more of assets directly or indirectly in the equity ownership of real estate as an equity REIT.
Issuer Purchases of Equity Securities None. ​ 33 ​ Table of Contents Stock Performance Graph The National Association of Real Estate Investment Trusts (“Nareit”), an organization representing U.S. REITs and publicly traded real estate companies, classifies a company with 50% or more of assets directly or indirectly in the equity ownership of real estate as an equity REIT.
The Board and the Audit Committee receive reports on cybersecurity from management at least quarterly and more often as needed. These reports on cybersecurity typically encompasses the nature and threats, defense and detection capabilities, and training activities at our company. We routinely provide education, such as simulated phishing campaigns, to our employees to mitigate material risks from cybersecurity threats.
The Board and the SCR Committee receive reports on cybersecurity from management at least quarterly and more often as needed. These reports on cybersecurity typically encompasses the nature and threats, defense and detection capabilities, and training activities at our company. We routinely provide education, such as simulated phishing campaigns, to our employees to mitigate material risks from cybersecurity threats.
Dividend We declared and paid total cash distributions on common stock as set forth below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Declared ​ Paid ​ ​ 2024 ​ 2023 ​ 2024 ​ 2023 First quarter $ 0.57 $ 0.57 $ 0.57 $ 0.57 ​ Second quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ Third quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ Fourth quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ ​ ​ $ 2.28 ​ $ 2.28 ​ $ 2.28 ​ $ 2.28 ​ We intend to distribute to our stockholders an amount at least sufficient to satisfy the distribution requirements of a REIT.
Dividend We declared and paid total cash distributions on common stock as set forth below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Declared ​ Paid ​ ​ 2025 ​ 2024 ​ 2025 ​ 2024 First quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ Second quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ Third quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ Fourth quarter ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ $ 0.57 ​ ​ ​ $ 2.28 ​ $ 2.28 ​ $ 2.28 ​ $ 2.28 ​ We intend to distribute to our stockholders an amount at least sufficient to satisfy the distribution requirements of a REIT.
The stock performance graph shall not be deemed incorporated by reference into any filing by us under the Securities Act of 1933 or the Securities Exchange Act of 1934 except to the extent that we specifically incorporate such information by reference and shall not otherwise be deemed filed under such Acts. ​ Item 6. [Reserved ] ​ ​ 30 ​ Table of Contents Item 7.
The stock performance graph shall not be deemed incorporated by reference into any filing by us under the Securities Act of 1933 or the Securities Exchange Act of 1934 except to the extent that we specifically incorporate such information by reference and shall not otherwise be deemed filed under such Acts. ​ Item 6. [Reserved ] ​ ​ 34 ​ Table of Contents Item 7.
Cash flows from operating activities available for distribution to stockholders will be derived primarily from interest and rental payments from our real estate investments. All distributions will be made subject to approval of our Board of Directors and will depend on our earnings, our financial condition and such other factors as our Board of Directors deem relevant.
Cash flows from operating activities available for distribution to stockholders will be derived primarily from interest and rental payments from our real estate investments. All distributions will be made subject to approval of our Board of Directors and will depend on our earnings, our financial condition and such other factors as our Board of Directors deems relevant.
Pursuant to its charter, the Audit Committee has the responsibility and duty to review and discuss with management on a regular basis our company’s programs, policies and procedures related to information security and data protection, including data privacy and network security, as they relate to financial reporting.
Pursuant to its charter, the SCR Committee has the responsibility and duty to review and discuss with management on a regular basis our company’s programs, policies and procedures related to information security and data protection, including data privacy and network security, as they relate to financial reporting.
Item 1C. CYBERSECURITY Cybersecurity is an integral part of risk management at our company. We have engaged a third-party cybersecurity firm along with our information technology director to monitor the cybersecurity risk facing our company and provide quarterly update to the Board of Directors (the “Board”).
Item 1C. CYBERSECURITY Cybersecurity is an integral part of risk management at our company. We have engaged a third-party cybersecurity firm along with our information technology director to monitor the cybersecurity risk facing our company and provide quarterly updates to the Board of Directors (the “Board”).
We are not aware of any material losses to our business or results of operations in the past three years due to information technology systems failures, data breaches, or other cybersecurity incidents. 25 ​ Table of Contents Item 2.
We are not aware of any material losses to our business or results of operations in the past three years due to information technology systems failures, data breaches, or other cybersecurity incidents. 24 ​ Table of Contents Item 2.
This number is based upon unit/bed counts shown on operating licenses provided to us by lessees/borrowers or units/beds as stipulated by lease/mortgage documents. These numbers often differ, usually not materially by property, from units/beds in operation at any point in time.
This number is based upon unit/bed counts shown on operating licenses provided to us by operators or units/beds as stipulated by lease/mortgage documents. These numbers often differ, usually not materially by property, from units/beds in operation at any point in time.
Accordingly, LTC is considered an equity REIT. This graph compares the cumulative total stockholder return on our common stock from December 31, 2019 to December 31, 2024 with the cumulative stockholder total return of (1) the Standard & Poor’s 500 Stock Index and (2) the NAREIT Equity REIT Index.
Accordingly, LTC is considered an equity REIT. This graph compares the cumulative total stockholder return on our common stock from December 31, 2020, to December 31, 2025, with the cumulative stockholder total return of (1) the Standard & Poor’s 500 Stock Index and (2) the Nareit Equity REIT Index.
Holders As of February 18, 2025, we had approximately 393 holders of our common stock, as determined by counting our record holders and the number of participants reflected in a security position listing provided to us by the Depository Trust Company.
Holders As of February 18, 2026, we had approximately 396 holders of our common stock, as determined by counting our record holders and the number of participants reflected in a security position listing provided to us by the Depository Trust Company.
While we anticipate that adding RIDEA transactions will be positive for our business model, our ability to succeed in this new focus will be determined by numerous factors, including our ability to identify suitable investments and our relationship with operators of RIDEA structures.
While we anticipate that adding RIDEA transactions will be positive for our business model, our ability to succeed in this new segment will be determined by numerous factors, including our ability to identify suitable investments and our relationship with operators of our SHOP communities.
In an instance where such change would cause a de-licensing of beds or in our opinion impact the value of the property, we may take action against the lessee/borrower to preserve the value of the property/collateral. Owned Properties.
In an instance where such change would cause a de-licensing of beds or in our management’s opinion impact the value of the property, we may take action against the operator to preserve the value of the property/collateral.
To meet these objectives, we attempt to invest in properties that provide opportunity for additional value and current returns to our stockholders and diversify our investment portfolio by geographic location, operator, property classification and form of investment. We conduct and manage our business as one operating segment for internal reporting and internal decision-making purposes.
To meet these objectives, we attempt to invest in properties that provide opportunity for additional value and current returns to our stockholders and diversify our investment portfolio by geographic location, operator, property classification and form of investment.
Permanent financing for future investments, which replaces funds drawn under our unsecured revolving line of credit, is expected to be provided through a combination of public and private offerings of debt and equity securities and secured and unsecured debt financing.
Our investments generate internal cash from rent and interest receipts and principal payments on mortgage loans receivable. Permanent financing for future investments, which replaces funds drawn under our unsecured revolving line of credit, is expected to be provided through a combination of public and private offerings of debt and equity securities and secured and unsecured debt financing.
For purposes of this Annual Report on Form 10-K and other presentations, we generally include ALF, ILF, and MC in the ALF property classification. We have been operating since August 1992.
For purposes of this Annual Report on Form 10-K and other presentations, we generally include ALF, ILF, and MC in the seniors housing communities (“SH”) property classification.
The following graph summarizes our gross investments as of December 31, 2024: Substantially all of our revenues and sources of cash flows from operations are derived from operating lease rentals, interest earned on outstanding loans receivable and income from investments in unconsolidated joint ventures.
We have been operating since August 1992. 35 ​ Table of Contents The following graph summarizes our gross investments as of December 31, 2025: Substantially all of our revenues and sources of cash flows from operations are derived from operating lease rentals, resident fees and services, interest earned on financing receivables, interest earned on outstanding mortgage loans receivable, interest earned on outstanding notes receivable and income from investments in unconsolidated joint ventures.
To the extent that the operators experience 31 ​ Table of Contents operating difficulties and are unable to generate sufficient cash to make payments to us, there could be a material adverse impact on our consolidated results of operations, liquidity and/or financial condition.
To the extent that the operators experience operating difficulties and are unable to generate sufficient cash to make payments to us, there could be a material adverse impact on our consolidated results of operations, liquidity and/or financial condition. To mitigate this risk, we monitor our investments through a variety of methods determined by property type and operator.
Cybersecurity is overseen by the Board and the Audit Committee of the Board (the “Audit Committee”).
Cybersecurity is overseen by the Board and the Sustainability and Corporate Responsibility Committee of the Board (the “SCR Committee”).
To mitigate this risk, we monitor our investments through a variety of methods determined by property type and operator. Our monitoring process includes periodic review of financial income statements for each facility, periodic review of operator credit, scheduled property inspections and review of covenant compliance.
Our monitoring process includes periodic review of financial income statements for each facility, periodic review of operator credit, scheduled property inspections and review of covenant compliance. In addition to our monitoring and research efforts, we also structure our investments to help mitigate payment risk.
The comparison assumes $100 was invested on December 31, 2019 in our common stock and in each of the foregoing indices and assumes the reinvestment of dividends. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period Ending Index ​ 12/31/19 ​ 12/31/20 ​ 12/31/21 ​ 12/31/22 ​ 12/31/23 ​ 12/31/24 LTC Properties, Inc. $ 100.00 $ 92.44 $ 86.19 $ 95.26 $ 92.16 $ 105.93 ​ NAREIT Equity $ 100.00 $ 92.00 $ 131.78 $ 99.67 $ 113.35 $ 123.25 ​ S&P 500 $ 100.00 $ 118.40 $ 152.39 $ 124.79 $ 157.59 $ 197.02 ​ The stock performance depicted in the above graph is not necessarily indicative of future performance.
The comparison assumes $100 was invested on December 31, 2020, in our common stock and in each of the foregoing indices and assumes the reinvestment of dividends. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period Ending Index ​ 12/31/20 ​ 12/31/21 ​ 12/31/22 ​ 12/31/23 ​ 12/31/24 ​ 12/31/25 LTC Properties, Inc. $ 100.00 $ 93.23 $ 103.05 $ 99.70 $ 114.59 $ 121.66 ​ FTSE NAREIT Equity REITs Index $ 100.00 $ 143.24 $ 108.34 $ 123.21 $ 133.97 $ 137.83 ​ S&P 500 $ 100.00 $ 128.71 $ 105.40 $ 133.10 $ 166.40 $ 196.16 ​ The stock performance depicted in the above graph is not necessarily indicative of future performance.
We believe that RIDEA structures will provide us with additional investment opportunities. We also have identified several opportunities to cooperatively convert existing triple-net leases into RIDEA structures. To develop and implement RIDEA structures, we may need to commit financial and operational resources.
We also have identified opportunities to cooperatively convert existing triple-net leases into our new SHOP segment, and in certain instances have completed these conversions. To develop and implement RIDEA structures, we may need to continue to commit financial and operational resources.
LEGAL PROCEEDING S We are and may become from time to time a party to various claims and lawsuits arising in the ordinary course of our business, which in our opinion are not singularly or in the aggregate anticipated to be material to our results of operations or financial condition.
LEGAL PROCEEDING S From time to time, we are and may become a party to various claims and lawsuits arising in the ordinary course of our business asserted against our company and our properties and against our third-party SHOP operators, lessees and borrowers.
In 2025, we are evaluating and anticipating entering into structures provided in the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”) as permitted by the Housing and Economic Recovery Act of 2008.
Additionally, during the second quarter of 2025, we began utilizing the structure authorized by the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”) as permitted by the Housing and Economic Recovery Act of 2008 and established a seniors housing operating portfolio (“SHOP”).
Under a typical RIDEA structure, we would have certain oversight approval rights and the right to review operational and financial reporting information, but our operators will ultimately control the day-to-day business of the property. Offering RIDEA structures will be a further aspect of our traditional strategy of investing through vehicles such as triple-net leases, mortgage loans, and structured finance.
Under a typical RIDEA structure, we have certain oversight approval rights and the right to review operational and financial reporting information, but our independent third-party operators ultimately control the day-to-day operations of the property, pursuant to the terms of our management agreements.
In addition, operating leases are typically structured as master leases and loans are generally cross-defaulted and cross-collateralized with other loans, operating leases or agreements between us and the operator and its affiliates. Depending upon the availability and cost of external capital, we anticipate making additional investments in health care related properties.
Some operating leases, financing leases and loans are credit-enhanced by guaranties, security deposits and/or letters of credit. Furthermore, operating leases are typically structured as master leases and loans are generally cross-defaulted and cross-collateralized with other loans, operating leases or agreements between us and the operator and its affiliates.
The following table sets forth certain information regarding our mortgage loans as of December 31, 2024 ( dollars amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average Original ​ ​ Current ​ ​ No. of ​ No. of ​ No. of ​ Interest ​ Months to ​ Face Amount ​ Gross ​ Annual Debt Location ​ SNFs (1) ​ ALFs (1) ​ Beds/ Units ​ Rate ​ Maturity ​ of Mortgage Loans ​ Investments ​ Service (2) Florida ​ — ​ 3 ​ 204 ​ 7.8%-8.8% ​ 9 ​ $ 20,706 ​ $ 20,706 ​ $ 1,667 ​ Illinois ​ 1 ​ — ​ 150 ​ 8.8% ​ 41 ​ ​ 16,500 ​ ​ 16,500 ​ ​ 1,464 ​ Michigan 21 1 2,661 8.8%-11.1% ​ 222 ​ ​ 278,197 ​ ​ 267,778 ​ ​ 28,955 ​ North Carolina ​ — ​ 1 ​ 45 ​ 7.25% ​ — ​ ​ 10,750 ​ ​ 10,750 ​ ​ 790 ​ TOTAL 22 5 3,060 ​ ​ ​ 191 ​ $ 326,153 ​ $ 315,734 ​ $ 32,876 ​ (1) Consists of nine mortgage loans in four states with six borrowers.
Prestige is current on their contractual loan obligations through February 2026. 31 ​ Table of Contents The following table sets forth certain information regarding our mortgage loans as of December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ ​ Original ​ ​ ​ ​ ​ ​ Current ​ ​ No. of ​ No. of ​ No. of ​ Interest ​ Months to ​ Face Amount ​ Gross ​ Annual Debt Location ​ SNFs (1) ​ SHs (1) ​ Beds/ Units ​ Rate ​ Maturity ​ of Mortgage Loans ​ Investments ​ Service (2) California ​ — ​ 2 ​ 171 ​ 8.25% ​ 56 ​ $ 55,350 ​ $ 55,981 ​ $ 4,683 ​ Florida ​ — ​ 3 ​ 204 ​ 8.5% ​ 53 ​ ​ 39,331 ​ ​ 39,897 ​ ​ 3,438 ​ Illinois ​ 1 ​ — ​ 150 ​ 9.0% ​ 55 ​ ​ 1,177 ​ ​ 7,794 ​ ​ 697 ​ Michigan 21 1 2,661 8.8%-11.3% ​ 207 ​ ​ 281,930 ​ ​ 271,089 ​ ​ 29,555 ​ North Carolina ​ — ​ 1 ​ 45 ​ 7.25% ​ 5 ​ ​ 10,750 ​ ​ 10,750 ​ ​ 790 ​ TOTAL 22 7 3,231 ​ ​ ​ 160 ​ $ 388,538 ​ $ 385,511 ​ $ 39,163 ​ (1) Includes nine mortgage loans in five states with six borrowers. ​ (2) Includes principal and interest payments. ​ Notes Receivable Our investment in notes receivable consists of a mezzanine loan and working capital notes.
New investments are generally funded from cash on hand, temporary borrowings under our unsecured revolving line of credit and internally generated cash flows. Our investments generate internal cash from rent and interest receipts and principal payments on mortgage loans receivable.
Depending upon the availability and cost of external capital, we anticipate making additional investments in health care related properties. New investments are generally funded from cash on hand, temporary borrowings under our unsecured revolving line of credit, asset sales and internally generated cash flows.
We believe that these matters are the responsibility of our lessees and borrowers pursuant to general legal principles and pursuant to insurance and indemnification provisions in the applicable leases or mortgages. We intend to continue to vigorously defend such claims and lawsuits. Item 4. MINE SAFETY DISCLOSURE S Not applicable 28 ​ Table of Contents PART II Item 5.
These claims and lawsuits may include matters involving general or professional liability attributable to our SHOP operators, lessees and borrowers pursuant to general legal principles and pursuant to insurance and indemnification provisions in the applicable 32 ​ Table of Contents management agreements, leases or mortgages.
Carolina 2 2 ​ — ​ 387 ​ — ​ 16 ​ 41,902 ​ ​ Tennessee — 2 ​ — ​ 141 ​ — ​ 12 ​ 5,275 ​ ​ Texas 9 20 ​ — ​ 2,910 ​ — ​ 54 ​ 306,871 ​ ​ Virginia — 4 ​ — ​ 500 ​ — ​ 13 ​ 30,209 ​ ​ Wisconsin 6 1 ​ — ​ 580 ​ — ​ 73 ​ 93,844 ​ ​ TOTAL 72 50 ​ 1 ​ 10,827 ​ $ — ​ 53 ​ $ 1,333,078 ​ ​ (1) Weighted average remaining months in lease term as of December 31, 2024. ​ (2) Includes three parcels of land held-for-use. ​ ​ 26 ​ Table of Contents ​ The following chart represents the 10 states with the highest percentage of gross investment for our owned properties as of December 31, 2024: The following table sets forth certain information regarding our lease expirations for our owned properties as of December 31, 2024 (dollars amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annualized % of Annualized ​ ​ No. of ​ No. of ​ No. of ​ No. of ​ No. of ​ Rental ​ Rental Income Year ​ ALFs ​ SNFs ​ Others ​ Beds/Units ​ Operators ​ Income (1) ​ Expiring 2025 ​ 13 ​ 2 ​ — ​ 948 ​ 5 ​ $ 4,406 ​ 3.9 % 2026 7 15 — 2,216 6 ​ ​ 18,694 16.4 % 2027 10 — — 704 3 ​ ​ 11,271 9.9 % 2028 1 14 — 1,848 4 ​ ​ 13,125 11.5 % 2029 17 5 — 1,657 3 ​ ​ 14,392 12.6 % 2030 6 5 1 1,063 4 ​ ​ 15,427 13.5 % 2031 17 — — 1,146 3 ​ ​ 15,588 13.7 % 2032 — 5 — 429 1 ​ ​ 6,168 5.5 % 2033 1 4 — 816 2 ​ ​ 14,862 13.0 % TOTAL 72 ​ 50 ​ 1 10,827 ​ ​ ​ $ 113,933 ​ 100.0 % (1) Represents annualized contractual GAAP rent for leased properties, excluding variable rental income from lessee reimbursement of our real estate taxes, for the month of December 2024 for investments as of December 31, 2024. ​ ​ 27 ​ Table of Contents Financing Receivables.
The following table sets forth certain information regarding our lease expirations for our Triple-Net Portfolio as of December 31, 2025 (dollar amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annualized ​ ​ ​ % of Annualized ​ ​ No. of ​ No. of ​ No. of ​ No. of ​ No. of ​ Rental ​ Rental Income Year ​ SHs ​ SNFs ​ OTHs ​ Beds/Units ​ Operators ​ Income (1) ​ Expiring 2026 ​ 16 ​ 2 ​ — ​ 1,091 ​ 5 ​ $ 6,751 ​ 7.1 % 2027 10 — — 704 3 ​ ​ 11,631 12.2 % 2028 — 14 — 1,759 3 ​ ​ 12,687 13.3 % 2029 17 5 — 1,657 3 ​ ​ 14,472 15.2 % 2030 5 5 1 966 3 ​ ​ 13,859 14.6 % 2031 5 8 — 1,367 3 ​ ​ 14,449 15.2 % 2032 — 5 — 429 1 ​ ​ 6,417 6.7 % 2033 1 4 — 816 2 ​ ​ 14,942 15.7 % TOTAL 54 ​ 43 ​ 1 8,789 ​ ​ ​ $ 95,208 ​ 100.0 % (1) Represents annualized contractual GAAP rent for leased properties, excluding variable rental income from lessee reimbursement of our real estate taxes, for the month of December 2025 for investments as of December 31, 2025. ​ 29 ​ Table of Contents Financing Receivables We have entered into joint ventures (“JV”) and contributed into the JVs for the acquisition of properties through sale and leaseback transactions.
The following table sets forth certain information regarding our financing receivables as of December 31, 2024 (dollar amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Type ​ Number ​ Number ​ Initial ​ ​ Average ​ ​ ​ ​ ​ ​ ​ ​ Annualized Interest ​ ​ ​ of ​ of ​ of ​ Contractual ​ ​ Months ​ ​ Gross ​ ​ LTC ​ ​ Income from State ​ ​ Properties ​ Properties ​ Beds/Units ​ Cash Yield ​ ​ to Maturity ​ ​ Investments ​ ​ Contributions ​ ​ Financing Rec FL ​ ​ SNF ​ 3 ​ 299 ​ 7.25 % ​ 93 ​ $ 76,603 ​ $ 62,278 ​ $ 5,608 NC ​ ​ ALF/MC ​ 11 ​ 523 ​ 7.25 % ​ 97 ​ ​ 121,419 ​ ​ 117,588 ​ ​ 9,714 NC/SC ​ ​ ILF/ALF/MC ​ 13 ​ 523 ​ 7.25 % ​ 114 ​ ​ 122,460 ​ ​ 64,450 ​ ​ 9,502 NC ​ ​ ALF ​ 4 ​ 217 ​ 7.25 % ​ 114 ​ ​ 41,000 ​ ​ 37,985 ​ ​ 3,181 ​ ​ ​ ​ ​ 31 ​ 1,562 ​ ​ ​ ​ ​ ​ $ 361,482 ​ $ 282,301 ​ $ 28,005 Mortgage Loans.
The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options, and provided the seller-lessee with a purchase option exercisable with an exit IRR of 8.0%. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Type ​ Number ​ Number ​ ​ ​ ​ Average ​ ​ ​ ​ ​ ​ ​ ​ Annualized Interest ​ ​ ​ of ​ of ​ of ​ Contractual ​ ​ Months ​ ​ Gross ​ ​ LTC ​ ​ Income from State ​ ​ Properties ​ Properties ​ Beds/Units ​ Cash Yield ​ ​ to Maturity ​ ​ Investments ​ ​ Contributions ​ ​ Financing Rec Florida ​ ​ SNF ​ 3 ​ 299 ​ 7.75 % ​ 80 ​ $ 76,545 ​ $ 62,220 ​ $ 6,025 North Carolina ​ ​ SH ​ 11 ​ 523 ​ 7.50 % ​ 85 ​ ​ 123,083 ​ ​ 120,167 ​ ​ 9,848 North Carolina/South Carolina ​ ​ SH ​ 13 ​ 523 ​ 7.25 % ​ 101 ​ ​ 122,460 ​ ​ 64,450 ​ ​ 9,502 North Carolina ​ ​ SH ​ 4 ​ 217 ​ 7.25 % ​ 101 ​ ​ 41,000 ​ ​ 37,985 ​ ​ 3,181 ​ ​ ​ ​ ​ 31 ​ 1,562 ​ ​ ​ ​ ​ ​ $ 363,088 ​ $ 284,822 ​ $ 28,556 30 ​ Table of Contents Mortgage Loans We provide mortgage financing for health care properties based on our established investment underwriting criteria.
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The following table sets forth certain information regarding our owned properties as of December 31, 2024 ( dollars amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining ​ ​ ​ ​ ​ No. of ​ No. of ​ No. of ​ No. of ​ ​ ​ ​ Lease ​ Gross ​ Location ​ ALFs ​ SNFs ​ Others ​ Beds/Units ​ Encumbrances ​ Term (1) ​ Investments ​ Alabama — 1 ​ — ​ 174 ​ $ — ​ 16 ​ $ 10,419 ​ ​ Arizona — 3 ​ — ​ 613 ​ — ​ 56 ​ 28,496 ​ ​ California 3 1 ​ — ​ 402 ​ — ​ 33 ​ 69,717 ​ ​ Colorado 12 — ​ — ​ 657 ​ — ​ 62 ​ 102,381 ​ ​ Florida — 4 ​ — ​ 456 ​ — ​ 22 ​ 32,865 ​ ​ Georgia 1 — ​ — ​ 70 ​ — ​ 12 ​ 15,098 ​ ​ Illinois 5 — ​ — ​ 418 ​ — ​ 52 ​ 89,662 ​ ​ Kansas 8 — ​ — ​ 431 ​ — ​ 57 ​ 60,279 ​ ​ Kentucky — 2 ​ — ​ 286 ​ — ​ 108 ​ 48,716 ​ ​ Michigan 2 — ​ — (2) ​ 156 ​ — ​ 5 ​ 22,671 ​ ​ Missouri ​ 1 ​ 2 ​ — ​ 253 ​ ​ — ​ 66 ​ ​ 52,952 ​ ​ Nevada ​ — ​ — ​ 1 ​ 118 ​ ​ — ​ 62 ​ ​ 11,062 ​ ​ New Jersey 3 — ​ — ​ 166 ​ — ​ 36 ​ 59,059 ​ ​ New Mexico — 5 ​ — ​ 608 ​ — ​ 16 ​ 42,920 ​ ​ N.
Added
Investment Portfolio The following table provides additional information regarding the geographic diversification of our segment properties as of December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SHOP Segment ​ Real Estate Investments Segment ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ No. of ​ ​ ​ ​ ​ ​ No. of ​ No. of ​ Gross ​ No. of ​ Beds/ ​ Gross ​ Location ​ Properties ​ Units ​ Investments ​ Properties ​ Units ​ Investments ​ Alabama — — ​ $ — ​ 1 ​ 174 ​ $ 10,420 ​ ​ Arizona — — ​ ​ — ​ 3 ​ 613 ​ 28,496 ​ ​ California 2 133 ​ ​ 48,743 ​ 4 ​ 351 ​ 95,163 ​ ​ Colorado 4 228 ​ ​ 41,801 ​ 8 ​ 429 ​ 61,497 ​ ​ Florida — — ​ ​ — ​ 6 ​ 765 ​ 125,406 ​ ​ Georgia 1 88 ​ ​ 23,015 ​ 1 ​ 70 ​ 15,148 ​ ​ Illinois 4 264 ​ ​ 58,022 ​ 1 ​ 154 ​ 40,519 ​ ​ Kansas 2 114 ​ ​ 26,241 ​ 6 ​ 317 ​ 34,345 ​ ​ Kentucky 2 158 ​ ​ 39,763 ​ 2 ​ 286 ​ 48,716 ​ ​ Michigan — — ​ ​ — ​ 24 (1) ​ 2,817 ​ 293,954 ​ ​ Missouri ​ — ​ — ​ ​ — ​ 3 ​ 253 ​ ​ 52,952 ​ ​ Montana ​ — ​ — ​ ​ — ​ 2 ​ 149 ​ ​ 5,998 ​ ​ Nevada ​ — ​ — ​ ​ — ​ 1 ​ 118 ​ ​ 11,062 ​ ​ New Jersey — — ​ ​ — ​ 3 ​ 166 ​ 59,059 ​ ​ New Mexico — — ​ ​ — ​ 5 ​ 608 ​ 42,920 ​ ​ North Carolina — — ​ ​ — ​ 33 ​ 1,473 ​ 303,391 ​ ​ Ohio 1 60 ​ ​ 15,024 ​ 8 ​ 723 ​ 126,090 ​ ​ Oklahoma — — ​ ​ — ​ 4 ​ 155 ​ 9,052 ​ ​ Oregon 1 186 ​ ​ 33,139 ​ 4 ​ 571 ​ 24,178 ​ ​ South Carolina — — ​ ​ — ​ 5 ​ 432 ​ 51,127 ​ ​ Tennessee 1 100 ​ ​ 31,334 ​ 2 ​ 141 ​ 5,275 ​ ​ Texas — — ​ ​ — ​ 29 ​ 2,958 ​ 314,987 ​ ​ Wisconsin 7 742 ​ ​ 248,183 ​ 6 ​ 480 ​ 71,768 ​ ​ TOTAL 25 2,073 ​ $ 565,265 ​ 161 ​ 14,203 ​ $ 1,831,523 (2) ​ ​ (1) Includes three parcels of land held-for-use. ​ (2) Excludes two working capital loans totaling $874. ​ ​ 25 ​ Table of Contents ​ The following chart represents the 10 states with the highest percentage of gross investment for our investment portfolio as of December 31, 2025: Owned Real Properties-SHOP During the second quarter of 2025, we began utilizing the RIDEA structure and established a SHOP segment.
Removed
Carolina 5 — ​ — ​ 210 ​ — ​ 61 ​ 14,980 ​ ​ Ohio 8 2 ​ — ​ 822 ​ — ​ 81 ​ 144,353 ​ ​ Oklahoma 5 — ​ — ​ 184 ​ — ​ 22 ​ 11,068 ​ ​ Oregon 2 1 ​ — ​ 285 ​ — ​ 53 ​ 38,279 ​ ​ S.
Added
Following the establishment of our SHOP segment, we terminated triple-net master leases with three operators and converted the communities covered under the master leases into our SHOP segment. Additionally, we acquired 11 communities within our SHOP segment.
Removed
Additionally, during 2024, we committed to fund a $26,120 mortgage loan for the construction of a 116-unit independent living, assisted living and memory care community in Illinois. The borrower contributed $12,300 of equity which will initially fund the construction. Once all of the borrower’s equity has been drawn, we will begin funding the commitment.
Added
As of December 31, 2025, our SHOP segment represented 23.6% of our gross portfolio investments and comprised of 25 seniors housing communities that are managed on our behalf by seven independent operators pursuant to separate management agreements. 26 ​ Table of Contents The following table presents information related to our SHOP segment as of December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ Number ​ Number ​ Investment ​ ​ ​ Gross ​ of ​ of ​ per State ​ Investment ​ Properties ​ Beds/Units ​ Unit Wisconsin ​ $ 248,183 ​ 7 ​ 742 ​ $ 334.48 Illinois ​ ​ 58,022 ​ 4 ​ 264 ​ $ 219.78 California ​ ​ 48,743 ​ 2 ​ 133 ​ $ 366.49 Colorado ​ ​ 41,801 ​ 4 ​ 228 ​ $ 183.34 Kentucky ​ ​ 39,763 ​ 2 ​ 158 ​ $ 251.66 Oregon ​ ​ 33,139 ​ 1 ​ 186 ​ $ 178.17 Tennessee ​ ​ 31,334 ​ 1 ​ 100 ​ $ 313.34 Kansas ​ ​ 26,241 ​ 2 ​ 114 ​ $ 230.18 Georgia ​ ​ 23,015 ​ 1 ​ 88 ​ $ 261.53 Ohio ​ ​ 15,024 ​ 1 ​ 60 ​ $ 250.40 Total ​ $ 565,265 (1) ​ 25 ​ 2,073 ​ $ 272.68 (1) Subsequent to December 31, 2025, we acquired three seniors housing communities within our SHOP segment for $108,000.
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The loan term is approximately six years at a current rate of 9.0% and an IRR of 9.5%. ​ (2) Includes principal and interest payments. ​ Item 3.
Added
The communities are located in Georgia with a total of 394 units. In conjunction with the acquisition, we entered into a management agreement with an existing operator. Additionally, we terminated a triple-net master lease and converted two seniors housing communities covered under the master lease to our SHOP segment.
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Claims and lawsuits may include matters involving general or professional liability asserted against the lessees or borrowers of our properties, which we believe under applicable legal principles are not our responsibility as a non-possessory landlord or mortgage holder.
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Upon conversion, we entered into a management agreement with an operator new to us. The communities have a total of 88 units and a gross book value of $25,981. Owned Real Properties-Triple-Net Portfolio Our Triple-Net Portfolio generally includes triple-net operating leases with an initial term of two to ten years.
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In addition to our monitoring and research efforts, we also structure our investments to help mitigate payment risk. Some operating leases, financing leases and loans are credit enhanced by guaranties, security deposits and/or letters of credit.
Added
Each lease is a triple-net lease which requires the lessee to pay all taxes, insurance, maintenance and repairs, capital and non-capital expenditures and other costs necessary in the operations of the facilities. Many of the leases contain renewal options and provide for fixed minimum base rent during the initial and renewal periods.
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The majority of our leases contain provisions for specified annual increases over the rents of the prior year and that increase is generally computed in one of four ways depending on specific provisions of each lease: (i) a specified percentage increase over the prior year’s rent, generally between 2.0% and 2.5%; (ii) a calculation based on the Consumer Price Index or Medicare Market Basket Rate; (iii) a percentage of facility revenues in excess of base amounts; or (iv) specific dollar increases.
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Our leases that contain fixed annual rental escalations and/or have annual rental escalations that are contingent upon changes in the Consumer Price Index or the Medicare Market Basket Rate, are generally recognized on a straight-line basis over the minimum lease period. Certain leases have annual rental escalations that are contingent upon changes in the gross operating revenues of the property.
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This revenue is not recognized until the appropriate contingencies have been resolved. 27 ​ Table of Contents Generally, our leases provide for one or more of the following: security deposits, property tax impounds, repair and maintenance, escrows and credit enhancements such as corporate or personal guarantees or letters of credit.
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In addition, our leases are typically structured as master leases and multiple master leases with one operator, and are generally cross-defaulted.
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The following table summarizes our investment in our Triple-Net Portfolio at December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ ​ Percentage ​ ​ Number ​ Number of ​ ​ Investment ​ ​ Gross ​ of ​ ​ of ​ SNF ​ SH ​ ​ per Type of Property ​ Investment ​ Investment ​ ​ Properties (1) ​ Beds ​ Units ​ ​ Bed/Unit Seniors Housing ​ $ 505,473 ​ 48.4 % ​ 54 ​ — ​ 3,218 ​ $ 157.08 Skilled Nursing ​ ​ 527,922 ​ 50.5 % ​ 43 ​ 5,453 ​ — ​ $ 96.81 Other (2) ​ ​ 12,005 ​ 1.1 % ​ 1 ​ 118 ​ — ​ $ 101.74 Total ​ $ 1,045,400 ​ 100.0 % ​ 98 ​ 5,571 ​ 3,218 ​ $ 118.94 (1) We have investments in 22 states leased to 18 different operators. ​ (2) Includes three parcels of land held-for-use and one behavioral health care hospital.
Added
The following table summarizes the concentration of our top ten operators of Triple-Net Portfolio for 2025 and percentage of rental revenue, excluding rental income from properties converted to SHOP, variable rental income due to lessee reimbursement of real estate taxes, and $1,514 write-off of straight-line rent receivable: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percent of ​ ​ ​ ​ Rental Revenue Lessee ​ Property Type ​ ​ ​ 2025 ​ ​ ​ ​ 2024 HMG Healthcare, LLC ​ SNF ​ 12.5 % ​ 9.8 % Carespring Healthcare Management, LLC ​ SNF ​ 11.9 % ​ 9.9 % Encore Senior Living ​ SH ​ 11.0 % ​ 8.6 % Brookdale Senior Living Communities, Inc. ​ SH ​ 11.0 % ​ 8.8 % Genesis Healthcare, Inc.
Added
(1) ​ SH/SNF ​ 9.8 % ​ 8.1 % Fundamental Long Term Care Company ​ SNF/OTH ​ 9.0 % ​ 7.0 % Ignite Medical Resorts ​ SNF ​ 8.6 % ​ 7.0 % Juniper Communities, LLC ​ SH ​ 7.2 % ​ 6.0 % Oxford Senior Living ​ SH ​ 5.2 % ​ 4.2 % Navion Senior Solutions ​ SH ​ 3.8 % ​ 3.1 % (1) During 2025, Genesis Healthcare, Inc.
Added
(“Genesis”) filed for Chapter 11 bankruptcy. Subsequent to December 31, 2025, a federal bankruptcy judge approved the sale of Genesis’ assets to a newly formed investment group. Affiliates of Genesis lease six SNFs in New Mexico (five) and Alabama (one) with a total of 782 beds under a master lease with LTC.
Added
Genesis has paid their contractual rent through February 2026.
Added
We will continue to monitor the status of Genesis’ bankruptcy-related developments. 28 ​ Table of Contents The following table provides information regarding our Triple-Net Portfolio by state ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Remaining ​ ​ ​ ​ ​ No. of ​ No. of ​ Lease ​ Gross Location ​ SH ​ SNF ​ OTH ​ Beds/Units ​ Term (1) ​ Investment Alabama ​ — ​ 1 ​ — ​ 174 ​ 64 ​ $ 10,420 Arizona ​ — ​ 3 ​ — ​ 613 ​ 44 ​ ​ 28,496 California ​ 2 ​ — ​ — ​ 180 ​ 14 ​ ​ 39,182 Colorado ​ 8 ​ — ​ — ​ 429 ​ 39 ​ ​ 61,497 Florida ​ — ​ 2 ​ — ​ 216 ​ 35 ​ ​ 8,963 Georgia ​ 1 ​ — ​ — ​ 70 ​ 12 ​ ​ 15,148 Illinois ​ 1 ​ — ​ — ​ 154 ​ 5 ​ ​ 32,725 Kansas ​ 6 ​ — ​ — ​ 317 ​ 29 ​ ​ 34,345 Kentucky ​ — ​ 2 ​ — ​ 286 ​ 96 ​ ​ 48,716 Michigan ​ 2 ​ — ​ — (2) ​ 156 ​ 5 ​ ​ 22,866 Missouri ​ 1 ​ 2 ​ — ​ 253 ​ 54 ​ ​ 52,952 Nevada ​ — ​ — ​ 1 ​ 118 ​ 50 ​ ​ 11,062 New Jersey ​ 3 ​ — ​ — ​ 166 ​ 24 ​ ​ 59,059 New Mexico ​ — ​ 5 ​ — ​ 608 ​ 64 ​ ​ 42,920 North Carolina ​ 5 ​ — ​ — ​ 210 ​ 49 ​ ​ 15,239 Ohio ​ 6 ​ 2 ​ — ​ 723 ​ 82 ​ ​ 126,090 Oklahoma ​ 4 ​ — ​ — ​ 155 ​ 10 ​ ​ 9,052 Oregon ​ — ​ 1 ​ — ​ 99 ​ 30 ​ ​ 5,176 South Carolina ​ 2 ​ 2 ​ — ​ 387 ​ 27 ​ ​ 41,986 Tennessee ​ — ​ 2 ​ — ​ 141 ​ 12 ​ ​ 5,275 Texas ​ 8 ​ 20 ​ — ​ 2,854 ​ 43 ​ ​ 302,463 Wisconsin ​ 5 ​ 1 ​ — ​ 480 ​ 60 ​ ​ 71,768 TOTAL ​ 54 ​ 43 ​ 1 ​ 8,789 ​ 47 ​ $ 1,045,400 (1) Weighted average remaining months in lease term as of December 31, 2025. ​ (2) Includes three parcels of land held-for-use.
Added
Concurrently, each of these JVs leased the acquired properties back to an affiliate of the seller and provided the seller-lessee with purchase options.
Added
We determined that each of these sale and leaseback transactions meet the accounting criteria to be presented as Financing receivables on our Consolidated Balance Sheets and recorded the rental revenue from these properties as Interest income from financing receivables on our Consolidated Statements of Income . See Note 2.
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Summary of Significant Accounting Policies within our consolidated financial statements for more information.
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The following tables provide information regarding our financing receivables at December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Purchase ​ ​ Investment Interest ​ Investment ​ ​ ​ ​ ​ ​ Gross ​ Option ​ ​ per Rate ​ Year ​ Maturity ​ State ​ ​ Investments ​ Window ​ ​ Bed/Unit 7.75% (1) ​ 2022 ​ 2032 ​ FL ​ $ 76,545 ​ 2025-2027 ​ $ 256.00 7.50% (2) ​ 2023 ​ 2033 ​ NC ​ ​ 123,083 ​ 2025-2029 ​ $ 235.34 7.25% (3) ​ 2024 ​ 2034 ​ NC/SC ​ ​ 122,460 ​ 2024-2028 ​ $ 234.15 7.25% (4) ​ 2024 ​ 2034 ​ NC ​ ​ 41,000 ​ 2024-2028 ​ $ 188.94 Total ​ ​ ​ ​ ​ ​ ​ $ 363,088 ​ ​ ​ ​ ​ (1) The purchase option is available to the seller-lessee with an exit internal rate of return (“IRR”) of 8.5%.
Added
During the fourth quarter of 2025, the lessee provided notice of its intent to exercise its purchase option. ​ (2) The seller-lessee has the option to buy the properties in multiple tranches and in serial closings approved by LTC with an exit IRR of 9.0% on any portion of the properties being purchased. ​ (3) During the second quarter of 2024, we funded an additional $5,546 under a mortgage loan receivable due from an ALG affiliate secured by 13 SHs located in North Carolina (12) and South Carolina (1).
Added
We then entered into a newly formed $122,460 JV with ALG, whereby we exchanged our $64,450 mortgage loan receivable for a 53% controlling interest in the JV. Concurrently, ALG contributed these properties to the joint venture for a 47% non-controlling interest.
Added
The JV leased the properties to an ALG affiliate under a 10-year master lease, with two five-year renewal options, and provided the seller-lessee with a purchase option exercisable with an exit IRR of 8.0%. ​ (4) During the second quarter of 2024, we funded an additional $2,766 under a mortgage loan receivable due from an ALG affiliate secured by four SHs located in North Carolina.
Added
We then entered into a newly formed $41,000 JV with ALG, whereby we exchanged $37,985 mortgage loan receivables for a 93% controlling interest in the JV. Concurrently, ALG contributed these properties and a parcel of land to the joint venture for a 7% non-controlling interest.
Added
We have also provided construction loans that by their terms convert into purchase/lease transactions or permanent financing mortgage loans upon completion of construction.
Added
The following table summarizes our investments in mortgage loans secured by first mortgages at December 31, 2025 (dollar amounts in thousands) : ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Type ​ Percentage ​ Number of ​ Investment ​ ​ ​ ​ ​ ​ ​ Gross ​ of ​ of ​ ​ ​ ​ ​ SNF ​ SH ​ per Interest Rate ​ Maturity ​ State ​ Investment ​ Property ​ Investment ​ Loans (1) ​ Properties (1) ​ Beds ​ Units ​ Bed/Unit 11.3% (2) ​ 2043 ​ MI ​ $ 179,885 ​ SNF ​ 46.7 % 1 ​ 14 ​ 1,749 ​ — ​ $ 102.85 ​ 8.3% ​ 2030 ​ CA ​ ​ 55,981 ​ SH ​ 14.5 % 1 ​ 2 ​ — ​ 171 ​ $ 327.37 ​ 8.5% ​ 2030 ​ FL ​ ​ 39,897 ​ SH ​ 10.3 % 1 ​ 1 ​ — ​ 250 ​ $ 159.59 ​ 10.2% (3) ​ 2045 ​ MI ​ ​ 39,650 ​ SNF ​ 10.3 % 1 ​ 4 ​ 480 ​ — ​ $ 82.60 ​ 10.5% (3) ​ 2045 ​ MI ​ 19,650 ​ SNF ​ 5.1 % 1 ​ 2 ​ 201 — ​ $ 97.76 ​ 8.8% ​ 2026 ​ MI ​ ​ 17,104 ​ SH ​ 4.5 % 1 ​ 1 ​ — ​ 85 ​ $ 201.22 ​ 10.8% (3) ​ 2045 ​ MI ​ ​ 14,800 ​ SNF ​ 3.8 % 1 ​ 1 ​ 146 ​ — ​ $ 101.37 ​ 7.3% ​ 2026 ​ NC ​ ​ 10,750 ​ SH ​ 2.8 % 1 ​ 1 ​ — ​ 45 ​ $ 238.89 ​ 9.0% (4) ​ 2030 ​ IL ​ ​ 7,794 ​ UDP ​ 2.0 % 1 ​ — ​ — ​ — ​ $ — ​ Total ​ ​ ​ ​ ​ $ 385,511 (1) ​ ​ ​ 100.0 % 9 ​ 26 ​ 2,576 551 ​ $ 123.28 ​ (1) Our mortgage loans are secured by properties located in five states with six borrowers.
Added
Additionally, some loans contain certain guarantees and/or provide for certain facility fees. Gross investment shown above excludes the impact of credit loss reserve. ​ (2) During 2025, we modified the mortgage loan with Prestige Healthcare (“Prestige”), the borrower, to increase the current interest paid by the borrower from 8.5% to the full contractual interest rate of 11.14%, escalating annually.
Added
The modification was effective July 1, 2025. Additionally, the modification provides Prestige an option to prepay their mortgage loan at par without penalty within a 12-month window beginning in July 2026.
Added
Under the modification, Prestige agreed to provide us with at least a 90-day notice of its intention to exercise the option, and the ability for Prestige to exercise the pre-payment option is contingent on several factors including Prestige being current and in good standing on all its mortgage loans with LTC and obtaining replacement financing.
Added
In conjunction with the loan modification and the penalty-free early payoff option, we wrote-off $41,455 of effective interest previously accrued related to this mortgage loan.
Added
For more information related to the effective interest write-off see additional discussion below. ​ (3) Mortgage loans provide for 2.25% annual increases in the interest rate after a certain time period. ​ (4) During 2024, we committed to fund a $26,120 mortgage loan for the construction of a 116-unit SH located in Illinois.
Added
The borrower contributed $12,300 of equity which initially funded the construction. During the third quarter of 2025, we began funding the commitment. The loan bears interest at a current rate of 9.0% and an IRR of 9.5%.
Added
In general, the mortgage loans may not be prepaid except in the event of the sale of the collateral property to a third-party that is not affiliated with the borrower, although partial prepayments (including any prepayment premium) are often permitted where a mortgage loan is secured by more than one property upon a sale of one or more, but not all, of the collateral properties to a third-party which is not an affiliate of the borrower.
Added
The terms of the mortgage loans generally impose a premium upon prepayment of the loans depending upon the period in which the prepayment occurs, whether such prepayment was permitted or required, and certain other conditions such as upon the sale of the property under a pre-existing purchase option, destruction or condemnation, or other circumstances as approved by us.
Added
The prepayment premium is based on a yield maintenance formula. In addition to a lien on the mortgaged property, the loans are generally secured by certain non-real estate assets of the properties and contain certain other security provisions in the form of letters of credit and/or security deposits.
Added
As noted in the table above, during the year ended December 31, 2025, we modified a $179.9 million mortgage loan with Prestige, the borrower, to increase the current interest paid by the borrower from 8.5% to the full contractual interest rate of 11.14%, escalating annually. The modification was effective July 1, 2025.
Added
Additionally, the modification provides Prestige an option to prepay their mortgage loan at par and without penalty within a 12-month window beginning in July 2026.
Added
In evaluating the impact of the prepayment provisions allowing the borrower to settle the obligation at an amount less than amounts previously accrued under the effective interest method, we wrote-off $41.5 million of effective interest receivable previously accrued related to this mortgage loan during the third quarter of 2025.
Added
Subsequent to December 31, 2025, Prestige provided notice of its intent to repay its $179.9 million mortgage loan.
Added
The following table summarizes our investments in notes receivable at December 31, 2025 ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest ​ ​ ​ ​ ​ ​ Type of ​ Gross ​ ​ ​ ​ Type of ​ Rate ​ IRR ​ ​ Maturity ​ Loan ​ Investment ​ ​ # of loans ​ Property ​ 9.0% ​ — ​ ​ 2026 ​ Working capital ​ $ 25 ​ ​ 1 ​ SH ​ 8.0% ​ 11.0 % ​ 2027 ​ Mezzanine ​ ​ 25,000 ​ ​ 1 ​ SH ​ 0.0% ​ — ​ ​ 2028 ​ Working capital ​ ​ 849 ​ ​ 1 ​ SNF ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 25,874 (1) ​ ​ 3 ​ ​ ​ (1) Excludes the impact of credit loss reserve.
Added
Investments in Unconsolidated Joint Ventures We have an ADC loan that meets the accounting criteria to be considered a variable interest entity (“VIE”).

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Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur ability to achieve our financial objectives is dependent upon our ability to effectively execute these plans and to appropriately respond to emerging economic, health care and company-specific trends. ​ 42 ​ Table of Contents Operating Results Year ended December 31, 2024 compared to year ended December 31, 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ ​ ​ ​ 2024 ​ 2023 ​ Difference ​ Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rental income ​ $ 132,278 ​ $ 127,350 ​ $ 4,928 (1) ​ Interest income from financing receivables ​ ​ 21,663 ​ ​ 15,243 ​ ​ 6,420 (2) ​ Interest income from mortgage loans ​ ​ 45,216 ​ ​ 47,725 ​ ​ (2,509) (3) ​ Interest and other income ​ ​ 10,690 ​ ​ 6,926 ​ ​ 3,764 (4) ​ Total revenues ​ ​ 209,847 ​ ​ 197,244 ​ ​ 12,603 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ 40,336 ​ ​ 47,014 ​ ​ 6,678 (5) ​ Depreciation and amortization ​ ​ 36,367 ​ ​ 37,416 ​ ​ 1,049 (6) ​ Impairment loss ​ ​ 6,953 (7) ​ ​ 15,775 (8) ​ ​ 8,822 ​ Provision for credit losses ​ ​ 741 ​ ​ 5,678 ​ ​ 4,937 (9) ​ Transaction costs ​ ​ 819 ​ ​ 1,144 ​ ​ 325 ​ Property tax expense ​ ​ 12,930 ​ ​ 13,269 ​ ​ 339 ​ General and administrative expenses ​ ​ 27,243 ​ ​ 24,286 ​ ​ (2,957) (10) ​ Total expenses ​ ​ 125,389 ​ ​ 144,582 ​ ​ 19,193 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other operating income: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gain on sale of real estate, net ​ ​ 7,979 (11) ​ ​ 37,296 (12) ​ ​ (29,317) ​ Operating income ​ ​ 92,437 ​ ​ 89,958 ​ ​ 2,479 ​ Income from unconsolidated joint ventures ​ ​ 2,442 ​ ​ 1,504 ​ ​ 938 (13) ​ Net income ​ ​ 94,879 ​ ​ 91,462 ​ ​ 3,417 ​ Income allocated to non-controlling interests ​ ​ (3,839) ​ ​ (1,727) ​ ​ (2,112) (2) ​ Net income attributable to LTC Properties, Inc. ​ ​ 91,040 ​ ​ 89,735 ​ ​ 1,305 ​ Income allocated to participating securities ​ ​ (682) ​ ​ (587) ​ ​ (95) ​ Net income available to common stockholders ​ $ 90,358 ​ $ 89,148 ​ $ 1,210 ​ (1) Increased due to $3,158 one-time additional straight-line rental income related to restoring accrual basis accounting for two master leases, $2,377 repayment of rent credit in connection with the sale of our interest in a consolidated JV, rental income from acquisitions, annual rent escalations, partially offset by portfolio transitions and property sales. ​ (2) Increased primarily due to exchange of two mortgage loan receivables during the second quarter of 2024 for controlling interests in two newly formed JVs that are accounted for as financing receivables. ​ (3) Decreased primarily due to explanation (2) above and payoffs, partially offset by mortgage loan originations. ​ (4) Increased primarily due to aggregate one-time income of $4,052 received from two former operators, partially offset by working capital note payoffs. ​ (5) Decreased due to lower outstanding balance on our revolving line of credit and scheduled principal paydowns on our senior unsecured notes. ​ (6) Decreased due to properties sold. ​ (7) Represents the impairment loss in connection with the anticipated closure of two assisted living communities totaling 95 units in Ohio and Texas and the subsequent sale of a 29-unit assisted living community located in Oklahoma. ​ (8) Represents the impairment loss in connection with the negotiations to sell seven assisted living communities totaling 248 units in Texas and the impairment loss related to three assisted living communities totaling 197 units in Florida and Mississippi due to entering into purchase and sale agreements with sales prices lower than the communities’ carrying values.
Biggest changeThe decreases were partially offset by rent increases from fair-market rent resets, annual escalations and amendments. ​ (2) Resident fees and services include all amounts earned from residents, based on individual resident agreements, at our SHOP communities. ​ (3) Increased primarily due to the exchange of two mortgage loan receivables near the end of the second quarter of 2024 for controlling interests in two newly formed JVs that are accounted for as financing receivables. ​ (4) Decreased primarily due to explanation (3) above, decrease in Prestige effective interest previously accrued, and payoffs partially offset by additional mortgage loan funding. ​ (5) Decreased due to aggregate one-time income of $4,052 received from two former operators and receipt of insurance proceeds in 2024 compared to one-time income of $600 received from a former operator in 2025. ​ (6) Decreased due to lower average outstanding balance on our revolving line of credit, scheduled principal paydowns on our senior unsecured notes and lower interest rates. ​ (7) Increased due to acquisitions within our SHOP segment partially offset by properties sold. ​ (8) Represents operating expenses related to our new SHOP segment. ​ (9) Represents the impairment loss in connection with the anticipated closure of two SH communities totaling 95 units in Ohio and Texas and the subsequent sale of a 29-unit SH community located in Oklahoma. ​ 49 ​ Table of Contents (10) In conjunction with the Prestige mortgage loan modification that provided Prestige a penalty-free early payoff option, we wrote-off interest receivable previously accrued related to this mortgage loan. ​ (11) Increased due to the write-off of working capital notes and interest receivable in connection with the transition of triple-net leases covering 15 properties to RIDEA. ​ (12) Increased primarily due to $5,971 lease termination fee paid to New Perspective upon conversion of the community covered under a triple-net lease into our SHOP segment and additional costs associated with the startup of our new RIDEA platform. ​ (13) Increased primarily due to one-time expenses related to an employee’s retirement and increase in incentive compensation expenses and other corporate expenses. ​ (14) Represents the gain on sale related to the sale of seven SNFs with a total of 896 units located in California (one), Florida (two) and Virginia (four), one SH and a parcel of land adjacent to an SH within our portfolio located in Ohio partially offset by a net loss on sale related to a closed facility in Texas. ​ (15) Represents the gain on sale of an 80-unit SH in Texas, a 110-unit community in Wisconsin and three closed properties located in Texas (two) and Colorado (one), partially offset by the aggregate loss on sale of six SHs located in Texas (five) and Florida (one). ​ (16) Increased due to the aggregate exit IRR of $4,762 received in connection with the redemption of our preferred equity investments in two JVs. ​ ​ 50 ​ Table of Contents ​ Year ended December 31, 2024 compared to year ended December 31, 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ ​ ​ ​ ​ 2024 ​ 2023 ​ Difference ​ Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rental income ​ $ 132,278 ​ $ 127,350 ​ $ 4,928 (1) ​ Interest Income from financing receivables ​ ​ 21,663 ​ ​ 15,243 ​ ​ 6,420 (2) ​ Interest income from mortgage loans ​ 45,216 ​ 47,725 ​ (2,509) (3) ​ Interest and other income ​ 10,690 ​ 6,926 ​ 3,764 (4) ​ Total revenues ​ 209,847 ​ 197,244 ​ 12,603 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ 40,336 ​ 47,014 ​ 6,678 (5) ​ Depreciation and amortization ​ 36,367 ​ 37,416 ​ 1,049 (6) ​ Impairment loss ​ 6,953 (7) ​ 15,775 (8) ​ 8,822 ​ Provision for credit losses ​ ​ 741 ​ ​ 5,678 ​ ​ 4,937 (9) ​ Transaction costs ​ ​ 819 ​ ​ 1,144 ​ ​ 325 ​ Property tax expense ​ ​ 12,930 ​ ​ 13,269 ​ ​ 339 ​ General and administrative expenses ​ 27,243 ​ 24,286 ​ (2,957) (10) ​ Total expenses ​ 125,389 ​ 144,582 ​ 19,193 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before unconsolidated joint ventures, real estate dispositions and other items ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gain on sale of real estate, net ​ ​ 7,979 (11) ​ ​ 37,296 (12) ​ ​ (29,317) ​ Income from unconsolidated joint ventures ​ ​ 2,442 ​ ​ 1,504 ​ ​ 938 (13) ​ Net income ​ 94,879 ​ 91,462 ​ 3,417 ​ Income allocated to non-controlling interests ​ (3,839) ​ (1,727) ​ (2,112) (2) ​ Net income attributable to LTC Properties, Inc. ​ 91,040 ​ 89,735 ​ 1,305 ​ Income allocated to participating securities ​ (682) ​ (587) ​ (95) ​ Net income available to common stockholders ​ $ 90,358 ​ $ 89,148 ​ $ 1,210 ​ (1) Increased due to $3,158 one-time additional straight-line rental income related to restoring accrual basis accounting for two master leases, $2,377 repayment of rent credit in connection with the sale of our interest in a consolidated JV, rental income from acquisitions, annual rent escalations, partially offset by portfolio transitions and property sales. ​ (2) Increased primarily due to exchange of two mortgage loan receivables during the second quarter of 2024 for controlling interests in two newly formed JVs that are accounted for as financing receivables. ​ (3) Decreased primarily due to explanation (2) above and payoffs, partially offset by mortgage loan originations. ​ (4) Increased primarily due to aggregate one-time income of $4,052 received from two former operators, partially offset by working capital note payoffs. ​ (5) Decreased due to lower outstanding balance on our revolving line of credit and scheduled principal paydowns on our senior unsecured notes. ​ (6) Decreased due to properties sold. ​ (7) Represents the impairment loss in connection with the anticipated closure of SH totaling 95 units in Ohio and Texas and the subsequent sale of a 29-unit SH located in Oklahoma. ​ (8) Represents the impairment loss in connection with the negotiations to sell seven SH totaling 248 units in Texas and the impairment loss related to three SH totaling 197 units in Florida and Mississippi due to entering into purchase and sale agreements with sales prices lower than the communities’ carrying values.
Our investments, principally our investments in owned properties, financing leases and mortgage loans, are subject to the possibility of loss of their carrying values as a result of changes in market prices, interest rates and inflationary expectations. The effects on interest rates may affect our costs of financing our operations and the fair market value of our financial assets.
Our investments, principally our investments in owned real properties, financing leases and mortgage loans, are subject to the possibility of loss of their carrying values as a result of changes in market prices, interest rates and inflationary expectations. The effects on interest rates may affect our costs of financing our operations and the fair market value of our financial assets.
The New Equity Distribution Agreement provides for sales of common shares to be made by means of ordinary brokers’ transactions, which may include block trades, or transactions that are deemed to be “at the market” offerings.
The Equity Distribution Agreement provides for sales of common shares to be made by means of ordinary brokers’ transactions, which may include block trades, or transactions that are deemed to be “at the market” offerings.
Listed below are those policies and estimates that we believe are critical and require the use of significant judgement in their application. 46 ​ Table of Contents Impairment of Long-Lived Assets Assets that are classified as held-for-use are periodically evaluated for impairment when events or changes in circumstances indicate that the asset may be impaired or the carrying amount of the asset may not be recoverable through future undiscounted cash flows.
Listed below are those policies and estimates that we believe are critical and require the use of significant judgement in their application. 55 ​ Table of Contents Impairment of Long-Lived Assets Assets that are classified as held-for-use are periodically evaluated for impairment when events or changes in circumstances indicate that the asset may be impaired or the carrying amount of the asset may not be recoverable through future undiscounted cash flows.
Interest rate risk is sensitive to many factors, including governmental monetary and tax policies, domestic and international economic and political considerations and other factors that are beyond our control. The purpose of the following disclosure is to provide a framework to understand our sensitivity to hypothetical changes in interest rates as of December 31, 2024.
Interest rate risk is sensitive to many factors, including governmental monetary and tax policies, domestic and international economic and political considerations and other factors that are beyond our control. The purpose of the following disclosure is to provide a framework to understand our sensitivity to hypothetical changes in interest rates as of December 31, 2025.
If such events or changes were to occur, we would consider taking actions to mitigate and/or reduce any negative exposure to such changes. However, due to the uncertainty of the specific actions that would be taken and their possible effects, the sensitivity analysis assumes no changes in our capital structure. ​ 53 ​ Table of Contents ​
If such events or changes were to occur, we would consider taking actions to mitigate and/or reduce any negative exposure to such changes. However, due to the uncertainty of the specific actions that would be taken and their possible effects, the sensitivity analysis assumes no changes in our capital structure. ​ 63 ​ Table of Contents ​
Our mortgage loans receivable and debt, such as our senior unsecured notes, are primarily fixed-rate instruments. Also, we have two interest rate swap agreements to effectively lock-in the forecasted interest payments on our term loans which are based on SOFR.
Our mortgage loans receivable and debt, such as our senior unsecured notes, are primarily fixed-rate instruments. Also, we have eight interest rate swap agreements to effectively lock-in the forecasted interest payments on our term loans which are based on SOFR.
FINANCIAL STATEMENTS— Note 12. Commitments and Contingencies within our consolidated financial statements for additional information regarding our contractual commitments. Off-Balance Sheet Arrangements We have no off-balance sheet arrangements that we expect would materially affect our liquidity and capital resources. ​ Item 7A.
FINANCIAL STATEMENTS— Note 16. Commitments and Contingencies within our consolidated financial statements for additional information regarding our contractual commitments. Off-Balance Sheet Arrangements We have no off-balance sheet arrangements that we expect would materially affect our liquidity and capital resources. ​ Item 7A.
The timing, source and amount of cash flows used by financing and investing activities are sensitive to the capital markets’ environment, especially to changes in interest rates. In addition, 47 ​ Table of Contents inflation has adversely affected our operators’ business, results of operations, cash flows and financial condition which could, in turn, adversely affect our financial position.
The timing, source and amount of cash flows used by financing and investing activities are sensitive to the capital markets’ environment, especially to changes in interest rates. In addition, inflation has adversely affected our operators’ business, results of operations, cash flows and financial condition which could, in turn, adversely affect our financial position.
These properties were sold during 2023 and 2024. ​ (9) Decreased primarily due to the $3,561 write-off of an uncollectible working capital loan in 2023 and loan and note payoffs, offset by explanation (2) above. ​ (10) Increased due to higher costs related to properties transitioned to new operators, incentive compensation charges, public company costs and the timing of certain expenditures. ​ (11) Represents the gain on sale of an 80-unit ALF in Texas, a 110-unit community in Wisconsin and three closed properties located in Texas (two) and Colorado (one), partially offset by the aggregate loss on sale of 6 ALFs located in Texas (five) and Florida (one). ​ 43 ​ Table of Contents (12) Represents the aggregate net gain on sale related to 19 ALFs located in Florida (five), Kentucky (one), Mississippi (one), Nebraska (three), New Jersey (one), Oklahoma (one), Pennsylvania (two) and South Carolina (three) and two SNFs in New Mexico during 2023. ​ (13) Increased due to additional income from origination of a $12,700 mortgage loan receivable secured by a SNF/ALF in Texas.
These properties were sold during 2023 and 2024. ​ (9) Decreased primarily due to the $3,561 write-off of an uncollectible working capital loan in 2023 and loan and note payoffs, offset by explanation (2) above. ​ (10) Increased due to higher costs related to properties transitioned to new operators, incentive compensation charges, public company costs and the timing of certain expenditures. ​ (11) Represents the gain on sale of an 80-unit SH in Texas, a 110-unit community in Wisconsin and three closed properties located in Texas (two) and Colorado (one), partially offset by the aggregate loss on sale of six SHs located in Texas (five) and Florida (one). ​ 51 ​ Table of Contents (12) Represents the aggregate net gain on sale related to 19 SHs located in Florida (five), Kentucky (one), Mississippi (one), Nebraska (three), New Jersey (one), Oklahoma (one), Pennsylvania (two) and South Carolina (three) and two SNFs in New Mexico during 2023. ​ (13) Increased due to additional income from origination of a $12,700 mortgage loan receivable secured by a SNF in Texas.
We continuously evaluate the availability of cost-effective capital and believe we have sufficient liquidity for our current dividend, corporate expenses and additional capital investments in 2025.
We continuously evaluate the availability of cost-effective capital and believe we have sufficient liquidity for our current dividend, corporate expenses and additional capital investments in 2026.
We evaluate each purchase transaction to determine whether the acquired assets meet the definition of an asset acquisition or a business combination.
Purchase Price Allocation We evaluate each purchase transaction to determine whether the acquired assets meet the definition of an asset acquisition or a business combination.
FINANCIAL STATEMENTS— Footnote 2 . Summary of Significant Accounting Policies . As discussed in Footnote 2 , the preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about future events that affect the amounts reported in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
As discussed in Footnote 2 , the preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about future events that affect the amounts reported in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
In addition, any shares that are not issued under outstanding awards under the 2015 Plan because the shares were forfeited or cancelled after December 31, 2020 will be added to and again be available for awards under the 2021 Plan. Under the 2021 Plan, the shares were authorized and reserved for awards to officers, employees, non-employee directors and consultants.
In addition, any shares that were not issued under outstanding awards under the 2015 Plan because the shares were forfeited or cancelled after December 31, 2020 were added to and available for awards under the 2021 Plan. Under the 2021 Plan, the shares were authorized and reserved for awards to officers, employees, non-employee directors and consultants.
In connection with entering into the Term Loans as discussed above, we entered into two receive variable/pay fixed interest rate swap agreements (“Interest Rate Swaps”) with maturities of November 19, 2025 and November 19, 2026, respectively, that will effectively lock-in the forecasted interest payments on the Term Loan borrowings over the four and five year terms of the loans.
In connection with entering into the Original Term Loans as discussed above, we entered into two receive variable/pay fixed interest rate swap agreements with maturities of November 19, 2025 and November 19, 2026, respectively, that effectively locked-in the forecasted interest payments on the Original Term Loan borrowings over the four and five year terms of the loans.
We did not issue any stock options during the year ended December 31, 2024. At December 31, 2024, we had no stock options outstanding and exercisable. 51 ​ Table of Contents Material Cash Requirements We monitor our contractual obligations and commitments detailed above to ensure funds are available to meet obligations when due.
We did not issue any stock options during the year ended December 31, 2025. At December 31, 2025, we had no stock options outstanding and exercisable. 61 ​ Table of Contents Material Cash Requirements We monitor our contractual obligations and commitments described above to ensure funds are available to meet obligations when due.
For variable rate debt, such as our revolving line of credit, changes in interest rates generally do not impact the fair value but do affect future earnings and cash flows. As of December 31, 2024, the interest rates for 78.9% of our consolidated borrowings were fixed or fixed with interest rate swaps.
For variable rate debt, such as our revolving line of credit, changes in interest rates generally do not impact the fair value but do affect future earnings and cash flows. As of December 31, 2025, the interest rates for 70.0% of our consolidated borrowings were fixed or fixed with interest rate swaps.
Those factors include, without limitation, the health of the economy, inflation pressures, employee availability and cost, changes in supply of or demand for competing seniors housing and health care facilities, ability to hire and maintain qualified staff, ability to control other rising operating costs, the potential for significant reforms in the health care industry, and related occupancy challenges faced by our industry.
Those factors include, without limitation, the health of the economy, inflation pressures, employee availability and cost, changes in supply of or demand for competing seniors housing and health care facilities, ability to hire and maintain qualified staff, ability to control other rising operating costs, the potential for significant reforms in the health care industry, and related occupancy challenges that could be faced by our industry or in the markets where our properties are located.
The borrower contributed $12,100 of equity upon origination in July 2023, which was used to initially fund the construction. Our remaining commitment is $6,747.
The borrower contributed $12,100 of equity upon origination in July 2023, which was used to initially fund the construction. Our remaining commitment is $2,396.
Subsequent to December 31, 2024, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of January, February and March 2025, payable on January 31, February 28 and March 31, 2025, respectively, to stockholders of record on January 23, February 20, and March 21, 2025, respectively. Stock Based Compensation Plans.
Subsequent to December 31, 2025, we declared a monthly cash dividend of $0.19 per share on our common stock for the months of January, February and March 2026, payable on January 30, February 27 and March 31, 2026, respectively, to stockholders of record on January 22, February 20, and March 23, 2026, respectively. Stock Based Compensation Plans.
As of December 31, 2024, the interest 52 ​ Table of Contents expense for our variable rate borrowings that are not hedged would increase by approximately $1.5 million per year for every 1% increase in the related benchmark interest rate.
As of December 31, 2025, the interest 62 ​ Table of Contents expense for our variable rate borrowings that are not hedged would increase by approximately $2.1 million per year for every 1% increase in the related benchmark interest rate.
The coverage ratios are based on earnings before interest, taxes, depreciation and amortization for real estate (“EBITDA re ”) as defined by National Association of Real Estate Investment Trusts (“NAREIT”).
The coverage ratios indicate our ability to service interest and fixed charges (interest). The coverage ratios are based on earnings before interest, taxes, depreciation and amortization for real estate (“EBITDA re ”) as defined by National Association of Real Estate Investment Trusts (“Nareit”).
You should not rely on EBITDA re and Adjusted EBITDA re as a substitute for any such GAAP financial measures or consider it in isolation, for the purpose of analyzing our financial performance, financial position or cash flows.
You should not rely on EBITDA re and Adjusted EBITDA re as a substitute for any such GAAP financial measures or consider it in isolation, for the purpose of analyzing our financial performance, financial position or cash flows. Net income is the most directly comparable GAAP measure to EBITDA re and Adjusted EBITDA re .
During 2021, we adopted, and our shareholders approved the 2021 Equity Participation Plan (the “2021 Plan”) which replaces the 2015 Equity Participation Plan (the “2015 Plan”).
During 2021, we adopted, and our stockholders approved the 2021 Equity Participation Plan (the “2021 Plan”) which replaced the 2015 Equity Participation Plan (the “2015 Plan”).
Many of our existing leases contain renewal options that, if exercised, could result in the amount of rent payable upon renewal being greater or less than that currently being paid.
Many of our triple-net operating leases contain renewal options that, if exercised, could result in the amount of rent payable upon renewal being greater than that currently being paid.
Our primary uses of cash include dividend distributions, debt service payments (including principal and interest), real property investments (including acquisitions, capital expenditures and construction advances), loan advances and general and administrative expenses.
Our primary uses of cash include property operating expenses and recurring capital expenditures within our SHOP segment, dividend distributions, debt service payments (including principal and interest), real property investments (including acquisitions, renovations and other capital improvements and construction advances), loan advances and general and administrative expenses.
The Interest Rate Swaps are considered cash flow hedges and are recorded on our Consolidated Balance Sheets at fair value, with changes in the fair value of these instruments recognized in Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets. During 2024, we recorded a $2.3 million decrease in fair value of Interest Rate Swaps. Senior Unsecured Notes.
Our interest rate swaps are considered cash flow hedges and are recorded on our Consolidated Balance Sheets at fair value, with changes in the fair value of these instruments recognized in Accumulated other comprehensive income (loss) on our Consolidated Balance Sheets. During the year ended December 31, 2025, we recorded $3.3 million decrease in fair value of interest rate swaps.
The following table reflects the recent historical trends for our credit strength measures: ​ 40 ​ Table of Contents Balance Sheet Metrics ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ Quarter Ended ​ ​ ​ 12/31/24 ​ 12/31/24 ​ ​ 9/30/24 ​ ​ 6/30/24 ​ ​ 3/31/24 ​ ​ 12/31/23 ​ Debt to gross asset value ​ 31.1 % 31.1 % (1) ​ 34.5 % (1) ​ 37.6 % (6) ​ 38.9 % (1) ​ 39.5 % Debt to market capitalization ratio ​ 30.3 % 30.3 % (2) ​ 32.3 % (4) ​ 36.5 % (7) ​ 37.9 % (9) ​ 39.2 % Interest coverage ratio (11) ​ 4.0 x 4.7 x (3) ​ 4.2 x (5) ​ 3.7 x (8) ​ 3.5 x (10) ​ 3.3 x Fixed charge coverage ratio (11) ​ 4.0 x 4.7 x (3) ​ 4.2 x (5) ​ 3.7 x (8) ​ 3.5 x (10) ​ 3.3 x (1) Decreased due to decrease in outstanding debt partially offset by decrease in gross asset value. ​ (2) Decreased due to decrease in outstanding debt partially offset by decrease in market capitalization from lower stock price. ​ (3) Increased due to decrease in interest expense and increase in rental income partially offset by decrease in other income. ​ (4) Decreased due to decrease in outstanding debt and increase in market capitalization resulting from the sale of common stock under our Equity Distribution Agreements as well as increase in stock price. ​ (5) Increase due to decrease in interest expense and increase in rental and other income. ​ (6) Decreased due to increase in gross asset value. ​ (7) Decreased due to increase in market capitalization. ​ (8) Increased primarily due to increase in rental income from acquisitions, contractual rent increases and annual escalations. ​ (9) Decreased due to decrease in outstanding debt and increase in market capitalization from issuance of common stock. ​ (10) Increased due to decrease in interest expense. ​ (11) In calculating our interest coverage and fixed charge coverage ratios above, we use EBITDA re , which is a financial measure not derived in accordance with GAAP (non-GAAP financial measure).
The following table reflects the recent historical 47 ​ Table of Contents trends for our credit strength measures: Balance Sheet Metrics ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ Quarter Ended ​ ​ ​ 12/31/25 ​ 12/31/25 ​ ​ 9/30/25 ​ ​ 6/30/25 ​ ​ 3/31/25 ​ ​ 12/31/24 ​ Debt to gross asset value ​ 34.0 % 34 % (1) ​ 38.1 % (4) ​ 31.3 % ​ 31.1 % ​ 31.1 % Debt to market capitalization ratio ​ 33.6 % 33.6 % (2) ​ 35.1 % (5) ​ 30.4 % (7) ​ 29.5 % (8) ​ 30.3 % Interest coverage ratio (10) ​ 4.8 x 4.4 x (3) ​ 4.8 x (6 ) ​ 5.1 x ​ 5.0 x (9) ​ 4.7 x Fixed charge coverage ratio (10) ​ 4.8 x 4.4 x (3) ​ 4.8 x (6 ) ​ 5.1 x ​ 5.0 x (9) ​ 4.7 x (1) Decreased due to decrease in outstanding debt. ​ (2) Decreased due to decrease in outstanding debt partially offset by decrease in market capitalization resulting from lower stock price. ​ (3) Decreased due to increase in interest expense partially offset by increase in net operating income from our SHOP segment. ​ (4) Increased due to increase in outstanding debt partially offset by increase in gross asset value. ​ (5) Increased due to increase in outstanding debt partially offset by increase in market capitalization resulting from the sale of common stock under our Equity Distribution Agreement as well as increase in stock price. ​ (6) Decreased due to increase in interest expense and decrease in rental income partially offset by increase in revenue from resident fees and services and interest and other income. ​ (7) Increased due to increase in outstanding debt and decrease in market capitalization from lower stock price. ​ (8) Decreased due to increase in market capitalization due to increase in stock price. ​ (9) Increased due to decrease in interest expense. ​ (10) In calculating our interest coverage and fixed charge coverage ratios above, we use EBITDA re , which is a financial measure not derived in accordance with GAAP (non-GAAP financial measure).
During 2024, we acquired 49,540 shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.
During 2025, we acquired 151,018 shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.
During the year ended December 31, 2024, we sold 2,113,270 shares of common stock for $73.6 million in net proceeds under our Original Equity Distribution Agreements. In conjunction with the sale of common stock, we incurred $0.4 million of costs associated with this agreement which have been recorded in additional paid in capital as a reduction of proceeds received.
In conjunction with the sale of common stock, we incurred $0.4 million of costs associated with the Equity Distribution Agreement which have been recorded in additional paid in capital as a reduction of proceeds received. Subsequent to December 31, 2025, we sold 71,059 shares of common stock for $2.5 million in net proceeds under our Equity Distribution Agreement.
The following table represents our long-term contractual obligations (scheduled principal payments and amounts due at maturity) as of December 31, 2024, excluding the effects of interest and debt issue costs ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 2025 ​ 2026 ​ 2027 ​ 2028 ​ 2029 ​ Thereafter Revolving line of credit ​ $ 144,350 (1) ​ $ — ​ $ 144,350 ​ $ — ​ $ — ​ $ — ​ $ — ​ Term loans ​ ​ 100,000 ​ ​ 50,000 ​ ​ 50,000 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ Senior unsecured notes ​ 441,500 (2) ​ 49,500 (2) ​ 51,500 ​ 54,500 ​ 55,000 ​ ​ 63,000 ​ 168,000 ​ ​ ​ $ 685,850 ​ $ 99,500 ​ $ 245,850 ​ $ 54,500 ​ $ 55,000 ​ $ 63,000 ​ $ 168,000 ​ (1) Subsequent to December 31, 2024, we borrowed $15,000 under our unsecured revolving line of credit.
The following table represents our long-term contractual obligations (scheduled principal payments and amounts due at maturity) as of December 31, 2025, excluding the effects of interest and debt issue costs ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 2026 ​ 2027 ​ 2028 ​ 2029 ​ 2030 ​ Thereafter Revolving line of credit ​ $ 252,863 (1) ​ $ — ​ $ — ​ $ 252,863 ​ $ — ​ $ — ​ $ — ​ Term loans ​ ​ 200,000 ​ ​ — ​ ​ — ​ ​ 50,000 ​ ​ 55,000 ​ ​ 55,000 ​ ​ 40,000 ​ Senior unsecured notes ​ 392,000 (2) ​ 51,500 (2) ​ 54,500 ​ 55,000 ​ 63,000 ​ ​ 67,000 ​ 101,000 ​ ​ ​ $ 844,863 ​ $ 51,500 ​ $ 54,500 ​ $ 357,863 ​ $ 118,000 ​ $ 122,000 ​ $ 141,000 ​ (1) Subsequent to December 31, 2025, we borrowed $107,000 under our unsecured revolving line of credit.
Based on our leverage at December 31, 2024, the Revolving Line of Credit provides for interest annually at Adjusted SOFR plus 110 points and a facility fee of 15 basis points and the Term Loans provide for interest annually at Adjusted SOFR plus 125 points. Interest Rate Swap Agreement.
Based on our leverage at December 31, 2025, the Revolving Line of Credit provides for interest annually at Adjusted SOFR plus 110 basis points and a facility fee of 15 basis points and the Term Loans provide for interest annually at SOFR plus 115 basis points for the three, four and five year borrowings and 150 basis points for seven year borrowings.
We have entered into partnerships to develop and/or own real estate. Given that our limited members do not have substantive kick-out rights, liquidation rights, or participation rights, we have concluded that the partnerships are VIEs. Since we exercise power over and receive benefits from the VIEs, we are considered the primary beneficiary.
Given that our limited members do not have substantive kick-out rights, liquidation rights, or participation rights, we have concluded that the partnerships are VIEs. Since we exercise power over and receive benefits from the VIEs, we are considered the primary beneficiary. Accordingly, we consolidate the VIEs and record the non-controlling interests at cost.
In accordance with GAAP, this mortgage loan was determined to be an acquisition, development and construction (“ADC”) loan and is accounted for as an unconsolidated JV. The campus has 104 beds (70 skilled nursing and 34 assisted living).
In accordance with GAAP, this mortgage loan receivable was determined to be an acquisition, development and construction (“ADC”) loan and is accounted for as an unconsolidated JV.
In the case of the fair value of buildings and the allocation of value to land and other intangibles, the estimates of the values of these components will affect the amount of depreciation and amortization we record over the estimated useful life of the property acquired or the remaining lease term.
Our estimates of the fair value of land and building acquired were determined using the sales comparison approach and the income approach, respectively, and include assumptions of comparable land sales, direct capitalization rates and property net operating income. ​ In the case of the fair value of buildings and the allocation of value to land and other intangibles, the estimates of the values of these components will affect the amount of depreciation and amortization we record over the estimated useful life of the property acquired or the remaining lease term.
Accordingly, we have $159,350 outstanding and $265,650 available for borrowing under our unsecured revolving line of credit. ​ (2) Subsequent to December 31, 2024, we repaid $7,000 in scheduled principal paydowns on our senior unsecured notes. Accordingly, we have $433,500 outstanding under our senior unsecured notes.
Accordingly, we have $359,863 outstanding and $240,137 available for borrowing under our unsecured revolving line of credit. ​ (2) Subsequent to December 31, 2025, we repaid $5,000 in scheduled principal paydowns on our senior unsecured notes. Accordingly, we have $386,105 outstanding under our senior unsecured notes.
Accordingly, we have $159,350 outstanding and $265,650 available for borrowing under our unsecured revolving line of credit. ​ (2) Subsequent to December 31, 2024, we repaid $7,000 in scheduled principal paydowns on our senior unsecured notes. Accordingly, we have $433,442 outstanding under our senior unsecured notes, net of debt issue costs. ​ Equity Non-controlling Interests.
Accordingly, we have $359,863 outstanding and $240,137 available for borrowing under our unsecured revolving line of credit. ​ (2) Subsequent to December 31, 2025, we repaid $5,000 in scheduled principal paydowns on our senior unsecured notes. Accordingly, we have $386,105 outstanding under our senior unsecured notes, net of debt issue costs.
Accordingly, we have $159,350 outstanding and $265,650 available for borrowing under our unsecured revolving line of credit. ​ (3) Subsequent to December 31, 2024, we repaid $7,000 in scheduled principal paydowns on our senior unsecured notes.
Accordingly, we have $359,863 outstanding and $240,137 available for borrowing under our unsecured revolving line of credit. ​ (3) Subsequent to December 31, 2025, we repaid $5,000 in scheduled principal paydowns on our senior unsecured notes. Accordingly, we have $386,105 outstanding under our senior unsecured notes, net of debt issue costs.
The debt obligations by component as of December 31, 2024 are as follows (dollar amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Applicable ​ ​ ​ ​ Available ​ ​ Interest ​ Outstanding ​ for Debt Obligations ​ Rate (1) ​ Balance ​ Borrowing Revolving line of credit (2) ​ 6.04% ​ $ 144,350 ​ $ 280,650 Term loans, net of debt issue costs ​ 2.59% ​ ​ 99,808 ​ ​ — Senior unsecured notes, net of debt issue costs (3) ​ 4.15% ​ ​ 440,442 ​ ​ — Total ​ 4.32% ​ $ 684,600 ​ $ 280,650 (1) Represents weighted average of interest rate as of December 31, 2024. ​ (2) Subsequent to December 31, 2024, we borrowed $15,000 under our unsecured revolving line of credit.
The debt obligations by component as of December 31, 2025 are as follows (dollar amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Applicable ​ ​ ​ ​ Available ​ ​ Interest ​ Outstanding ​ for Debt Obligations ​ Rate (1) ​ Balance ​ Borrowing Revolving line of credit (2) ​ 4.40% ​ $ 252,863 ​ $ 347,137 Term loans, net of debt issue costs ​ 4.77% ​ ​ 198,213 ​ ​ — Senior unsecured notes, net of debt issue costs (3) ​ 4.12% ​ ​ 391,105 ​ ​ — Total ​ 4.36% ​ $ 842,181 ​ $ 347,137 (1) Represents weighted average of interest rate as of December 31, 2025. ​ (2) Subsequent to December 31, 2025, we borrowed $107,000 under our unsecured revolving line of credit.
Through the first quarter of 2024, we had an unsecured credit agreement (the “Original Credit Agreement”) that provided for an aggregate commitment of the lenders of up to $500.0 million comprising of a $400.0 million revolving credit facility (the “Revolving Line of Credit”) and two $50.0 million term loans (the “Term Loans”).
We had an unsecured credit agreement that provided for an aggregate commitment of the lenders of up to $525.0 million comprising of a $425.0 million revolving credit facility and two $50.0 million term loans (the “Original Term Loans”). The Original Term Loans had maturities of November 19, 2025 and November 19, 2026.
The leverage ratios indicate how much of our Consolidated Balance Sheet capitalization is related to long-term obligations. Our coverage ratios include interest coverage ratio and fixed charge coverage ratio. The coverage ratios indicate our ability to service interest and fixed charges (interest).
We measure our credit strength both in terms of leverage ratios and coverage ratios. Our leverage ratios include debt to gross asset value and debt to market capitalization. The leverage ratios indicate how much of our Consolidated Balance Sheets capitalization is related to long-term obligations. Our coverage ratios include interest coverage ratio and fixed charge coverage ratio.
The terms of the awards granted under the 2021 Plan and the 2015 Plan are set by our compensation committee at its discretion. Restricted Stock and Performance-based Stock Units.
The terms of the awards granted under the 2021 Plan are set by our compensation committee at its discretion. As of December 31, 2025, we had 1,327,393 shares of common stock reserved for awards under the 2021 Plan. 60 ​ Table of Contents Restricted Stock and Performance-based Stock Units.
Liquidity and Capital Resources Sources and Uses of Cash As of December 31, 2024, we had $680.4 million in liquidity as follows ( amounts in thousands ): ​ ​ ​ ​ ​ At December 31, 2024 ​ Cash and cash equivalents $ 9,414 ​ Available under revolving line of credit ​ 280,650 (1) ​ Available under Equity Distribution Agreements ​ 390,338 ​ Total Liquidity $ 680,402 (1) ​ (1) Subsequent to December 31, 2024, we borrowed $15,000 under our unsecured revolving line of credit.
Liquidity and Capital Resources Sources and Uses of Cash As of December 31, 2025, we had $650.0 million in liquidity as follows ( amounts in thousands ): ​ ​ ​ ​ ​ At December 31, 2025 ​ Cash and cash equivalents $ 14,387 ​ Available under unsecured revolving line of credit ​ 347,137 (1) ​ Available under Equity Distribution Agreement ​ 288,509 (2) ​ Total Liquidity $ 650,033 (3) ​ 56 ​ Table of Contents (1) Subsequent to December 31, 2025, we borrowed $107,000 under our unsecured revolving line of credit.
Accordingly, we have $433,442 outstanding under our senior unsecured notes, net of debt issue costs. ​ 49 ​ Table of Contents Our debt borrowings and repayments during the year ended December 31, 2024, are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Debt Obligations ​ ​ Borrowings ​ ​ Repayments ​ Revolving line of credit ​ $ 27,200 (1) ​ $ (185,100) ​ Senior unsecured notes ​ ​ — ​ ​ (49,160) (2) ​ Total ​ $ 27,200 ​ $ (234,260) ​ (1) Subsequent to December 31, 2024, we borrowed $15,000 under our unsecured revolving line of credit.
Our debt borrowings and repayments during the year ended December 31, 2025, are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Debt Obligations ​ ​ Borrowings ​ ​ Repayments ​ Revolving line of credit ​ $ 486,500 (1) ​ $ (377,987) ​ Term loans ​ ​ 200,000 ​ ​ (100,000) ​ Senior unsecured notes ​ ​ — ​ ​ (49,500) (2) ​ Total ​ $ 686,500 ​ $ (527,487) ​ (1) Subsequent to December 31, 2025, we borrowed $107,000 under our unsecured revolving line of credit.
During 2024, we granted 307,955 shares of restricted common stock and performance-based stock units under the 2021 Plan as follows: ​ ​ ​ ​ ​ ​ ​ ​ No. of ​ Price per ​ ​ ​ ​ Shares ​ Share ​ Award Type ​ Vesting Period 159,536 ​ $ 30.72 ​ Restricted stock ​ ratably over 3 years 69,610 ​ $ 31.84 ​ Performance-based stock units ​ TSR targets (1) 62,914 ​ $ 31.84 ​ Performance-based stock units ​ TSR targets (2) 15,895 ​ $ 34.60 ​ Restricted stock ​ (3) ​ 307,955 ​ ​ ​ ​ ​ ​ ​ (1) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 3 years. ​ (2) Vesting is based on achieving certain TSR targets relative to the TSR of predefined peer group in 3 years. ​ (3) The vesting date is the earlier of the one-year anniversary of the award date and the date of the next annual meeting of the stockholders of LTC following the award date.
During 2025, we granted 236,242 shares of restricted common stock and performance-based stock units under the 2021 Plan as follows: ​ ​ ​ ​ ​ ​ ​ ​ No. of ​ Price per ​ ​ ​ ​ Shares ​ Share ​ Award Type ​ Vesting Period 113,790 ​ $ 34.88 ​ Restricted stock ​ ratably over 3 years 5,626 ​ $ 35.55 ​ Restricted stock ​ April 30, 2028 15,625 ​ $ 35.20 ​ Restricted stock ​ (1) ​ 52,666 ​ $ 34.88 ​ Performance-based stock units ​ TSR targets (2) 48,535 ​ $ 34.88 ​ Performance-based stock units ​ TSR targets (3) 236,242 ​ ​ ​ ​ ​ ​ ​ (1) The vesting date is the earlier of the one-year anniversary of the award date and the date of the next annual meeting of the stockholders of LTC following the award date. ​ (2) Vesting is based on achieving certain total shareholder return (“TSR”) targets in 3 years. ​ (3) Vesting is based on achieving certain TSR targets relative to the TSR of predefined peer group in 3 years. ​ At December 31, 2025, the remaining compensation expense to be recognized related to the future service period of unvested outstanding restricted common stock and performance-based stock units are as follows (dollar amounts in thousands) : ​ ​ ​ ​ ​ ​ ​ Remaining ​ ​ Compensation Vesting Date ​ Expense 2026 ​ $ 5,887 2027 ​ ​ 2,899 2028 ​ ​ 322 Total ​ $ 9,108 ​ Stock Options.
These sources and uses of cash are reflected in our Consolidated Statements of Cash Flows as summarized below ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ Change ​ Net cash provided by (used in): ​ 2024 ​ 2023 ​ ​ $ ​ Operating activities ​ $ 125,169 ​ $ 104,403 ​ $ 20,766 ​ Investing activities ​ ​ 90,684 ​ ​ (174,912) ​ ​ 265,596 ​ Financing activities ​ ​ (226,725) ​ ​ 80,416 ​ ​ (307,141) ​ (Decrease) increase in cash and cash equivalents ​ ​ (10,872) ​ ​ 9,907 ​ ​ (20,779) ​ Cash and cash equivalents, beginning of period ​ ​ 20,286 ​ ​ 10,379 ​ ​ 9,907 ​ Cash and cash equivalents, end of period ​ $ 9,414 ​ $ 20,286 ​ $ (10,872) ​ Debt Obligations Unsecured Credit Facility.
These sources and uses of cash are reflected in our Consolidated Statements of Cash Flows as summarized below ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended December 31, ​ ​ Change ​ Net cash provided by (used in): ​ 2025 ​ 2024 ​ ​ $ ​ Operating activities ​ $ 135,977 ​ $ 125,875 ​ $ 10,102 ​ Investing activities ​ ​ (269,944) ​ ​ 90,680 ​ ​ (360,624) ​ Financing activities ​ ​ 138,940 ​ ​ (227,427) ​ ​ 366,367 ​ Increase (decrease) in cash and cash equivalents ​ ​ 4,973 ​ ​ (10,872) ​ ​ 15,845 ​ Cash and cash equivalents, beginning of period ​ ​ 9,414 ​ ​ 20,286 ​ ​ (10,872) ​ Cash and cash equivalents, end of period ​ $ 14,387 ​ $ 9,414 ​ $ 4,973 ​ 57 ​ Table of Contents Debt Obligations Unsecured Credit Facility.
The following table represents our projected interest expense based on current interest rates as of year-end, excluding capitalized interest, amortization of debt issue costs and bank fees, as of December 31, 2024 ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 2025 2026 2027 2028 2029 Thereafter Revolving line of credit ​ $ 17,854 ​ $ 9,486 ​ $ 8,368 ​ $ — ​ $ — ​ $ — ​ $ — ​ Term loans ​ ​ 3,664 ​ ​ 2,475 ​ ​ 1,189 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ Senior unsecured notes ​ 73,509 ​ 17,281 ​ 15,218 ​ 13,154 ​ 10,306 ​ 7,995 ​ 9,555 ​ ​ ​ $ 95,027 ​ $ 29,242 ​ $ 24,775 ​ $ 13,154 ​ $ 10,306 ​ $ 7,995 ​ $ 9,555 ​ Also, see Item 8.
The following table represents our projected interest expense based on current interest rates as of year-end, excluding capitalized interest, amortization of debt issue costs and bank fees, as of December 31, 2025 ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ 2026 ​ 2027 ​ 2028 ​ 2029 ​ 2030 ​ Thereafter Revolving line of credit ​ $ 41,110 ​ $ 12,351 ​ $ 11,251 ​ $ 11,282 ​ $ 6,226 ​ $ — ​ $ — ​ Term loans ​ ​ 44,824 ​ ​ 9,671 ​ ​ 9,671 ​ ​ 9,569 ​ ​ 7,191 ​ ​ 4,595 ​ ​ 4,127 ​ Senior unsecured notes ​ 56,228 ​ 15,218 ​ 13,154 ​ 10,306 ​ 7,995 ​ 5,751 ​ 3,804 ​ ​ ​ $ 142,162 ​ $ 37,240 ​ $ 34,076 ​ $ 31,157 ​ $ 21,412 ​ $ 10,346 ​ $ 7,931 ​ Also, see Item 8.
Purchase Price Allocation We make estimates as part of our allocation of the purchase price of acquisitions to the various components of the acquisition based upon the fair value of each component. In determining fair value, we use current appraisals or other third-party opinions of value.
We make estimates as part of our allocation of the purchase price for asset acquisitions to the various components of the acquisition based upon the relative fair value of each component. The most significant components of our purchase allocations are typically the allocation of fair value to land and building.
The following table represents our December 31, 2024 estimated fair value of our financial instruments, using discount rates measured based upon management’s estimates of rates currently prevailing for comparable loans and instruments of comparable maturities, and the impact of a 1% increase or decrease in the estimated discount rate (dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in Fair Value ​ ​ Discount ​ Fair ​ 1% Increase ​ 1% Decrease Financial instrument ​ Rate ​ Value ​ In Discount Rate Financing receivables, net of credit loss reserve ​ 7.7% ​ $ 363,228 ​ $ (9,718) ​ $ 10,063 Mortgage loans receivable, net of credit loss reserve ​ 10.0% ​ ​ 386,871 ​ ​ (24,515) ​ ​ 27,821 Notes receivable, net of credit loss reserve ​ 7.6% ​ ​ 53,549 ​ ​ (1,450) ​ ​ 1,500 Senior unsecured notes, net of debt issue costs ​ (1) ​ ​ ​ 402,394 ​ ​ (14,282) ​ ​ 15,031 (1) At December 31, 2024, the discount rate used to value our future cash outflow of our senior unsecured notes was 6.25% for those maturing before year 2030 and 6.5% for those maturing at or beyond year 2030.
The following table represents our December 31, 2025 estimated fair value of our financial instruments, using discount rates measured based upon management’s estimates of rates currently prevailing for comparable loans and instruments of comparable maturities, and the impact of a 1% increase or decrease in the estimated discount rate (dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in Fair Value ​ ​ Discount ​ Fair ​ 1% Increase ​ 1% Decrease Financial instrument ​ Rate ​ Value ​ In Discount Rate Financing receivables, net of credit loss reserve ​ 7.5% ​ $ 367,986 ​ $ (8,342) ​ $ 8,561 Mortgage loans receivable, net of credit loss reserve ​ 8.8% (1) ​ ​ 462,312 (1) ​ ​ (13,985) ​ ​ 15,468 Notes receivable, net of credit loss reserve ​ 7.7% ​ ​ 29,576 ​ ​ (395) ​ ​ 401 Senior unsecured notes, net of debt issue costs ​ (2) ​ ​ ​ 372,511 ​ ​ (11,887) ​ ​ 12,440 (1) Represents the fair value of our mortgage loans, estimated using a discounted cash flow methodology based on expected future cash flows.
The interest-only loan term is approximately three years at a rate of 8.75%, and includes two, one-year extensions, each of which is contingent on certain coverage thresholds; ​ (b) $5,546 of additional funding under a mortgage loan receivable agreement with an ALG affiliate secured by 13 ALFs and MCs in North Carolina (12) and South Carolina (1).
The interest-only loan term is approximately three years at a rate of 8.75%, and includes two one-year extensions, each of which is contingent on certain coverage thresholds; and ​ (d) $7,794 under a $26,120 mortgage loan commitment for the construction of a 116-unit SH located in Illinois.
The following table reconciles net income available to common stockholders to FFO attributable to common stockholders ( unaudited, amounts in thousands, except per share amounts ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2024 ​ 2023 ​ 2022 GAAP net income available to common stockholders ​ $ 90,358 $ 89,148 $ 99,444 ​ Add: Depreciation and amortization ​ 36,367 ​ 37,416 ​ 37,496 ​ Add: Impairment loss ​ ​ 6,953 ​ ​ 15,775 ​ ​ 3,422 ​ Less: Gain on sale of real estate, net ​ (7,979) ​ (37,296) ​ (37,830) ​ NAREIT FFO attributable to common stockholders ​ ​ 125,699 ​ $ 105,043 ​ $ 102,532 ​ NAREIT FFO attributable to common stockholders per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effect of dilutive securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Add: Participating securities ​ ​ 682 ​ ​ 587 ​ ​ 580 ​ NAREIT Diluted FFO attributable to common stockholders ​ $ 126,381 ​ $ 105,630 ​ $ 103,112 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares used to calculate NAREIT FFO per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares for basic net income per share ​ ​ 43,743 ​ ​ 41,272 ​ ​ 39,894 ​ Effect of dilutive securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Performance-based stock units ​ ​ 498 ​ ​ 86 ​ ​ 173 ​ Participating securities ​ ​ 296 ​ ​ 256 ​ ​ 229 ​ Total effect of dilutive securities ​ ​ 794 ​ ​ 342 ​ ​ 402 ​ Shares for diluted FFO per share ​ ​ 44,537 ​ ​ 41,614 ​ ​ 40,296 ​ ​ Critical Accounting Policies and Estimates Our accounting policies are more fully described under Item 8.
Our calculation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current Nareit definition or that have a different interpretation of the current Nareit definition from us; therefore, caution should be exercised when comparing our FFO to that of other REITs. 52 ​ Table of Contents The following table reconciles net income available to common stockholders to FFO attributable to common stockholders ( unaudited, amounts in thousands, except per share amounts ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year Ended December 31, ​ ​ 2025 ​ 2024 ​ 2023 GAAP net income available to common stockholders ​ $ 117,276 ​ ​ ​ $ 90,358 ​ ​ ​ $ 89,148 ​ Add: Depreciation and amortization ​ 37,874 ​ 36,367 ​ 37,416 ​ Add: Impairment loss ​ ​ — ​ ​ 6,953 ​ ​ 15,775 ​ Less: Gain on sale of real estate, net ​ (77,822) ​ (7,979) ​ (37,296) ​ Nareit FFO attributable to common stockholders ​ $ 77,328 ​ $ 125,699 ​ $ 105,043 ​ Nareit FFO attributable to common stockholders per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effect of dilutive securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Add: Participating securities ​ ​ — ​ ​ 682 ​ ​ 587 ​ Diluted Nareit FFO attributable to common stockholders ​ $ 77,328 ​ $ 126,381 ​ $ 105,630 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares used to calculate Nareit FFO per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares for basic net income per share ​ ​ 46,230 ​ ​ 43,743 ​ ​ 41,272 ​ Effect of dilutive securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Performance-based stock units ​ ​ 330 ​ ​ 498 ​ ​ 86 ​ Participating securities ​ ​ — ​ ​ 296 ​ ​ 256 ​ Total effect of dilutive securities ​ ​ 330 ​ ​ 794 ​ ​ 342 ​ Shares for diluted FFO per share ​ ​ 46,560 ​ ​ 44,537 ​ ​ 41,614 ​ ​ Net Operating Income Net operating income or NOI is a non-GAAP financial measure that is calculated as net income (loss) (computed in accordance with GAAP) before (i) general and administrative expenses, (ii) transaction costs, (iii) write-off of effective interest, (iv) provision for credit losses, (v) impairment loss, (vi) depreciation and amortization, (vii) interest expense,(viii) gain or loss on sale of real estate and (ix) income tax benefit or expense.
Effective January 1, 2024, the minimum mortgage interest payment due to us is based on an annual current pay rate of 8.5% on the outstanding loan balance. The contractual interest rate on the loan, at the time of the amendment of 10.8% remained unchanged.
Prior to an amendment in July 2025, under Prestige’s $179.9 million mortgage loan secured by 14 properties, the minimum mortgage interest payment due to us was based on an annual current pay rate of 8.5% on the outstanding loan balance.
Other material terms of the Original Credit Agreement remained unchanged. The Amended Credit Agreement permits us to request increases to the Revolving Line of Credit and Term Loans 48 ​ Table of Contents commitments up to a total of $1.0 billion (the “Accordion”).
The revolving credit facility had a maturity date of November 19, 2026. The unsecured credit agreement permitted us to request increases to the revolving credit facility and term loans commitments up to a total of $1.0 billion.
These parcels are located adjacent to properties securing the Prestige Healthcare mortgage loan and are managed by Prestige. Credit Strength. We measure our credit strength both in terms of leverage ratios and coverage ratios. Our leverage ratios include debt to gross asset value and debt to market capitalization.
These parcels are located adjacent to properties securing the Prestige Healthcare mortgage loan and are managed by Prestige.
During the fourth quarter of 2024, we sold 250,000 shares of our common stock for $9.5 million in net proceeds under the New Equity Distribution Agreement. Accordingly, we have $390.3 million available under the New Equity Distribution Agreement.
During the year ended December 31, 2025, we sold 2,804,200 shares of our common stock for $100.6 million in net proceeds under the Equity Distribution Agreement. Accordingly, at December 31, 2025, we had $288.6 million available under the Equity Distribution Agreement.
As a result, these joint ventures are not listed in the table above. At December 31, 2024, we had 45,510,754 shares of common stock outstanding, equity on our balance sheet totaled $1.1 billion and our equity securities had a market value of $1.6 billion. During the year ended December 31, 2024, we declared and paid $100.5 million cash dividends.
Equity At December 31, 2025, we had 48,481,892 shares of common stock outstanding, equity on our balance sheet totaled $1.2 billion and our equity securities had a market value of $1.7 billion. During the year ended December 31, 2025, we declared and paid $107.4 million cash dividends. Non-controlling Interests. We have entered into partnerships to develop and/or own real estate.
During the fourth quarter of 2024, we terminated our Original Equity Distribution Agreements and entered into a new equity distribution agreement (the “New Equity Distribution Agreement”) to sell, from time to time, up to $400.0 million in aggregate offering price of shares of our common stock.
Accordingly, we obtained full ownership and control of these communities. As a result these joint ventures are not listed in the table above. Common Stock. We have an equity distribution agreement (the “Equity Distribution Agreement”) to offer and sell, from time to time, up to $400.0 million in aggregate offering price of shares of our common stock.
The new lease includes a purchase option that can be exercised between September and November of 2026. Prestige Healthcare Prestige Healthcare (“Prestige”) operates 21 skilled nursing centers located in Michigan secured under four mortgage loans and two skilled nursing centers located in South Carolina under a master lease.
Prestige Healthcare Prestige Healthcare (“Prestige”) operates 21 skilled nursing centers located in Michigan secured under four mortgage loans and two skilled nursing centers located in South Carolina under a master lease. Prestige is our largest operator based upon revenues and assets representing 11.9% of our total revenues and 12.6% of our total assets as of December 31, 2025.
We have senior unsecured notes held by institutional investors with interest rates ranging from 3.66% to 4.5%. The senior unsecured notes mature between 2026 and 2033.
Accordingly, the fair value of the interest rate swap was $0 at December 31, 2025. ​ (2) During the third quarter of 2025, the interest rate swap was rolled into the Revolving Line of Credit. 58 ​ Table of Contents Senior Unsecured Notes. We have senior unsecured notes held by institutional investors with interest rates ranging from 3.66% to 4.5%.
As of December 31, 2024, we have the following consolidated VIEs ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross ​ ​ ​ ​ Investment ​ ​ ​ Property ​ ​ ​ ​ Consolidated ​ ​ Non-Controlling ​ Year ​ Purpose ​ Type ​ State ​ ​ Assets ​ ​ Interests ​ 2024 ​ Own real estate ​ ILF/ALF/MC ​ NC/SC ​ $ 122,460 ​ $ 58,010 ​ 2024 ​ Own real estate ​ ALF/MC ​ NC ​ ​ 41,000 ​ ​ 3,015 ​ 2023 ​ Own real estate ​ ILF/ALF/MC ​ OH ​ ​ 54,782 ​ ​ 9,134 ​ 2023 ​ Own real estate ​ ALF/MC ​ NC ​ ​ 121,419 ​ ​ 3,831 ​ 2022 ​ Own real estate ​ SNF ​ FL ​ ​ 76,603 ​ ​ 14,325 ​ 2018 ​ Own real estate ​ ILF ​ OR ​ ​ 14,650 ​ ​ 2,907 ​ 2018 ​ Own and develop real estate ​ ALF/MC ​ OR ​ ​ 18,452 ​ ​ 1,156 ​ Total ​ ​ ​ ​ ​ ​ ​ $ 449,366 ​ $ 92,378 ​ In 2017, we entered into a partnership and acquired an 87-unit assisted living and memory care community in South Carolina.
As of December 31, 2025, we have the following consolidated VIEs ( in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Gross ​ ​ ​ ​ Investment ​ ​ ​ Property ​ ​ ​ ​ Consolidated ​ ​ Non-Controlling ​ Year ​ Purpose ​ Type ​ State ​ ​ Assets (1) ​ ​ Interests ​ 2024 ​ Own real estate ​ SH ​ NC/SC ​ $ 122,460 ​ $ 58,010 ​ 2024 ​ Own real estate ​ SH ​ NC ​ ​ 41,000 ​ ​ 3,015 ​ 2023 ​ Own real estate ​ SH ​ OH ​ ​ 54,942 ​ ​ 9,134 ​ 2023 ​ Own real estate ​ SH ​ NC ​ ​ 123,082 ​ ​ 2,916 ​ 2022 ​ Own real estate ​ SNF ​ FL ​ ​ 76,545 (2) ​ ​ 14,325 ​ Total ​ ​ ​ ​ ​ ​ ​ $ 418,029 ​ $ 87,400 ​ (1) Includes the total real estate investments and excludes intangible assets. ​ (2) During the fourth quarter of 2025, the lessee provided notice of intent to exercise the purchase option available with an exit IRR of 8.5%. ​ During the year ended December 31, 2025, we acquired our joint venture partner’s non-controlling interests in 59 ​ Table of Contents the joint ventures that own two seniors housing communities in Oregon with a total of 186 units for $1.2 million.
Net income is the most directly comparable GAAP measure to EBITDA re and Adjusted EBITDA re . 41 ​ Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year to Date ​ Quarter Ended ​ ​ ​ 12/31/24 ​ 12/31/24 ​ 9/30/24 ​ 6/30/24 ​ 3/31/24 ​ 12/31/23 ​ Net income ​ $ 94,879 ​ $ 19,590 ​ $ 30,862 ​ $ 19,738 ​ $ 24,689 ​ $ 28,670 ​ Less: Gain on sale ​ ​ (7,979) ​ ​ (1,097) ​ ​ (3,663) ​ ​ 32 ​ ​ (3,251) ​ ​ (16,751) ​ Add: Impairment loss ​ ​ 6,953 ​ ​ 6,953 ​ ​ — ​ ​ — ​ ​ — ​ ​ 3,265 ​ Add: Interest expense ​ ​ 40,336 ​ ​ 8,365 ​ ​ 10,023 ​ ​ 10,903 ​ ​ 11,045 ​ ​ 12,419 ​ Add: Depreciation and amortization ​ ​ 36,367 ​ ​ 9,194 ​ ​ 9,054 ​ ​ 9,024 ​ ​ 9,095 ​ ​ 9,331 ​ EBITDA re ​ ​ 170,556 ​ ​ 43,005 ​ ​ 46,276 ​ ​ 39,697 ​ ​ 41,578 ​ ​ 36,934 ​ (Less)/Add : Non-recurring one-time items ​ ​ (8,907) (1) ​ ​ (3,379) (2) ​ ​ (4,173) (3) ​ ​ 1,022 (4) ​ ​ (2,377) (5) ​ ​ 3,561 (6) ​ Adjusted EBITDA re ​ $ 161,649 ​ $ 39,626 ​ $ 42,103 ​ $ 40,719 ​ $ 39,201 ​ $ 40,495 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ $ 40,336 ​ $ 8,365 ​ $ 10,023 ​ $ 10,903 ​ $ 11,045 ​ $ 12,419 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest coverage ratio ​ ​ 4.0 x ​ 4.7 x ​ 4.2 x ​ 3.7 x ​ 3.5 x ​ 3.3 x ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ $ 40,336 ​ $ 8,365 ​ $ 10,023 ​ $ 10,903 ​ $ 11,045 ​ $ 12,419 ​ Total fixed charges ​ $ 40,336 ​ $ 8,365 ​ $ 10,023 ​ $ 10,903 ​ $ 11,045 ​ $ 12,419 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed charge coverage ratio ​ ​ 4.0 x ​ 4.7 x ​ 4.2 x ​ 3.7 x ​ 3.5 x ​ 3.3 x (1) Includes explanations (2)-(5) below. ​ (2) Includes a one-time additional straight-line income of $3,158 related to restoring accrual basis accounting for two master leases, recovery of credit losses of $511 related to a mortgage loan receivable write-off, partially offset by $290 provision for credit losses related to the write-off of an uncollectible loan receivable. ​ (3) Includes an aggregate one-time income of $4,493 received from three former operators, the recovery of provisions for credit losses of $293 related to a mortgage loan receivable payoff, partially offset by the uncollectible effective interest write-off of $613 related to the partial paydown of a mortgage loan receivable. ​ (4) Includes $321 write-off of an uncollectible straight-line rent receivable, $1,635 provision for credit losses related to acquisitions totaling $163,460 accounted for as financing receivables, partially offset by $934 recovery of provision for credit losses related to the payoffs of mortgage loan receivables. ​ (5) Represents the repayment of an operator rent credit received from the buyer/lessee in connection with the sale of a 110-unit ALF in Wisconsin. ​ (6) Represents the write-off of an uncollectible working capital note related to the sale and transition of 10 ALFs.
Net income is the most directly comparable GAAP measure to EBITDA re. 54 ​ Table of Contents The following is a reconciliation of net income or loss, which is the most directly comparable GAAP financial measure to EBITDA re for the periods presented below (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year to Date ​ Three Months Ended ​ ​ ​ 12/31/25 ​ 12/31/25 ​ ​ 9/30/25 ​ 6/30/25 ​ 3/31/25 ​ 12/31/24 ​ Net income (loss) ​ $ 123,880 ​ $ 103,651 ​ $ (18,540) ​ $ 16,548 ​ $ 22,221 ​ $ 19,590 ​ Less/Add: (Gain)/loss on sale ​ ​ (77,822) ​ ​ (78,057) ​ ​ 738 ​ ​ (332) ​ ​ (171) ​ ​ (1,097) ​ Add/Less: Income tax provision (benefit) ​ ​ 179 ​ ​ 218 ​ ​ 42 ​ ​ (81) ​ ​ — ​ ​ — ​ Add: Impairment loss ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 6,953 ​ Add: Interest expense ​ ​ 35,306 ​ ​ 10,588 ​ ​ 8,791 ​ ​ 8,014 ​ ​ 7,913 ​ ​ 8,365 ​ Add: Depreciation and amortization ​ ​ 37,874 ​ ​ 10,949 ​ ​ 8,987 ​ ​ 8,776 ​ ​ 9,162 ​ ​ 9,194 ​ EBITDA re ​ ​ 119,417 ​ ​ 47,349 ​ ​ 18 ​ ​ 32,925 ​ ​ 39,125 ​ ​ 43,005 ​ Add/(Less): Non-recurring one-time items ​ ​ 49,783 (1) ​ ​ (1,051) (2) ​ ​ 42,418 (3) ​ ​ 8,011 (4) ​ ​ 405 (5) ​ ​ (3,379) (6) ​ Adjusted EBITDA re ​ $ 169,200 ​ $ 46,298 ​ $ 42,436 ​ $ 40,936 ​ $ 39,530 ​ $ 39,626 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ $ 35,306 ​ $ 10,588 ​ $ 8,791 ​ $ 8,014 ​ $ 7,913 ​ $ 8,365 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest coverage ratio ​ ​ 4.8 x ​ 4.4 x ​ 4.8 x ​ 5.1 x ​ 5.0 x ​ 4.7 x ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ $ 35,306 ​ $ 10,588 ​ $ 8,791 ​ $ 8,014 ​ $ 7,913 ​ $ 8,365 ​ Total fixed charges ​ $ 35,306 ​ $ 10,588 ​ $ 8,791 ​ $ 8,014 ​ $ 7,913 ​ $ 8,365 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fixed charge coverage ratio ​ ​ 4.8 x ​ 4.4 x ​ 4.8 x ​ 5.1 x ​ 5.0 x ​ 4.7 x (1) See (2) through (5) below. ​ (2) Includes $1,800 received in connection with the redemption of our preferred equity investment in a joint venture and $600 of one-time income received from a former operator partially offset by $957 write-off of a working capital note and $392 of one-time transaction costs in connection with the transition to RIDEA. ​ (3) Includes $41,455 effective interest write-off related to a mortgage loan amendment that permits penalty-free early payoff window within an allowable window, $1,271 straight-line rent receivable write-off due to an operator’s bankruptcy filing, $554 provision for credit losses related to mortgage loan originations and $488 of one-time transaction costs in connection with the transition to RIDEA partially offset by the exit IRR of $975 received in connection with an early payoff of a mezzanine loan and recovery of credit losses of $375 related to loan payoffs. ​ (4) Includes $5,971termination fee paid to New Perspective, $1,136 one-time costs associated with an employee’s retirement, $520 of one-time RIDEA transaction costs and $384 provision for credit losses related to a mortgage loan origination. ​ (5) Includes $2,693 write-off of a working capital note, $371 of related interest receivable, and $303 of one-time transaction costs, all in connection with the transition to RIDEA, partially offset by the 13% exit IRR of $2,962 received in connection with the redemption of our preferred equity investment in a JV. ​ (6) Includes a one-time additional straight-line income of $3,158 related to restoring accrual basis accounting for two master leases, recovery of credit losses of $511 related to a mortgage loan receivable write-off, partially offset by a $290 provision for credit losses related to the write-off of an uncollectible loan receivable.
Our calculation of FFO may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that have a different interpretation of the current NAREIT definition from us; therefore, caution should be exercised when comparing our FFO to that of other REITs.
Additionally, our use of the term NOI may not be comparable to that of other real estate companies as they may have different methodologies for computing this amount. Therefore, caution should be exercised when comparing our NOI to that of other REITs.
Removed
Properties for discussion of bed/unit count. ​ (3) Includes three parcels of land held-for-use and one behavioral health care hospital. ​ (4) Excludes $12,951 variable rental income from lessee reimbursement of our real estate taxes, $3,508 rental income from properties sold and the straight-line rent receivable write-off of $321 related to converting a lease to fair market rent. ​ (5) Exclude interest income from mortgage and notes receivable loans of $8,655 and $2, respectively, that have been paid off.
Added
Item 2. Properties for discussion of bed/unit count. ​ (3) Includes three parcels of land held-for-use and one behavioral health care hospital. ​ (4) We funded $7,794 under a $26,120 mortgage loan commitment for the construction of a 116-unit SH located in Illinois.
Removed
As of December 31, 2024, we had $1.7 billion in carrying value of net investments, consisting of $925.8 million or 55.3% invested in owned and leased properties, $357.9 million or 21.4% invested in properties we own accounted for as financing receivables, $312.6 million or 18.7% invested in mortgage loans secured by first mortgages, $47.2 million or 2.8% in notes receivable and $30.6 million or 1.8% in unconsolidated joint ventures. 33 ​ Table of Contents Rental income, income from financing receivables and interest income from mortgage loans represented 63.0%, 10.3% and 21.5%, respectively, of Total revenues on the Consolidated Statements of Income for the year ended December 31, 2024.
Added
The loan bears interest at a current rate of 9.0% and an IRR of 9.5%. ​ (5) Excludes $10,781 variable rental income from lessee reimbursement of our real estate taxes, $12,957 rental income from properties converted to SHOP and the straight-line rent receivable write-off of $1,514. ​ 37 ​ Table of Contents (6) Resident fees and services include all amounts earned from residents, based on individual resident agreements, at our SHOP communities. ​ (7) Excludes $2,555 of interest income related to mortgage loans receivable that have been paid off. ​ (8) Included in the Interest and other income line item of our Consolidated Statements of Income .
Removed
In most instances, our lease structure, which pertains to owned properties and those properties we own accounted for as financing receivables, contains fixed annual rental escalations and/or annual rental escalations that are contingent upon changes in the Consumer Price Index. Certain leases have annual rental escalations that are contingent upon changes in the gross operating revenues of the property.
Added
Excludes $2,739 interest income from loans that have been paid off. ​ (9) Excludes $5,578 income from the redemption of our preferred equity investments in two joint ventures.
Removed
This revenue is not recognized until the appropriate contingencies have been resolved. For the year ended December 31, 2024, we recognized $2.3 million straight-line rental income and $0.8 million in amortization and write-off of lease incentives.
Added
Subsequent to December 31, 2025, the operator provided notice of its intent to pay off this mortgage loan. ​ As of December 31, 2025, we had $2.0 billion in net carrying value of investments as follows ( dollar amounts in thousands ): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ Carrying ​ of ​ ​ Value ​ Investments Triple-Net Portfolio ​ $ 693,409 ​ 35.0 % SHOP ​ ​ 508,350 ​ 25.7 % Financing receivables ​ ​ 359,457 ​ 18.1 % Mortgage loans ​ ​ 381,662 ​ 19.3 % Notes receivable ​ ​ 25,615 ​ 1.3 % Unconsolidated joint ventures ​ ​ 12,524 ​ 0.6 % ​ ​ $ 1,981,017 ​ 100.0 % ​ ​ 38 ​ Table of Contents The following table provides details on the components of revenues and related net operating income (“NOI”) across our portfolio for the year ended December 31, 2025 ( in thousands ): ​ ​ ​ ​ ​ ​ Amount Real Estate Investment segment: ​ ​ ​ Triple-Net Portfolio ​ ​ ​ Contractual cash rental income ​ $ 109,471 Variable cash rental income ​ ​ 10,781 Straight-line rent adjustment (1) ​ ​ (1,631) Adjustment of lease incentives and rental income ​ ​ (1,514) Amortization of lease incentives ​ ​ (936) Rental income ​ ​ 116,171 Financing Receivables: ​ ​ ​ Cash interest income from financing receivables ​ ​ 26,912 Effective interest income (2) ​ ​ 1,403 Interest income from financing receivables ​ ​ 28,315 Mortgage loans receivable: ​ ​ ​ Cash interest received ​ ​ 36,352 Effective interest income (3) ​ ​ 2,671 Interest income from mortgage loans ​ ​ 39,023 Other notes receivable: ​ ​ ​ Interest income-other notes ​ ​ 6,464 Effective interest adjustment (4) ​ ​ (1,170) Interest income from notes receivable ​ ​ 5,294 Unconsolidated joint ventures ​ ​ ​ Income from unconsolidated joint ventures ​ ​ 6,757 ​ ​ ​ ​ Total revenue-Real Estate Investments segment ​ ​ 195,560 ​ ​ ​ ​ Property level expenses-real estate investments ​ ​ (10,795) NOI-Real Estate Investment Segment (5) ​ $ 184,765 ​ ​ ​ ​ SHOP segment: ​ ​ ​ Resident fees and services: ​ $ 72,116 Property level expenses-SHOP ​ ​ (54,088) NOI-SHOP Segment (5) ​ $ 18,028 (1) At December 31, 2025, the Straight-line rent receivable balance on our Consolidated Balance Sheets was $17,949. ​ (2) At December 31, 2025, the financing receivables effective interest receivable balance which is included in the Interest receivable line item on our Consolidated Balance Sheets was $6,899. ​ (3) At December 31, 2025, the mortgage loans receivable effective interest receivable balance which is included in the Interest receivable line item on our Consolidated Balance Sheets was $14,052. ​ (4) At December 31, 2025, the other notes receivable effective interest receivable balance which is included in the Interest receivable line item on our Consolidated Balance Sheets was $74. ​ (5) See Non-GAAP Financial Measures below for additional information and reconciliation.
Removed
For the remaining leases in place at December 31, 2024, assuming no modification or replacement of existing leases and no new leased investments are added to our portfolio, except for the potential subsequent lease extensions and the leases reported below under Update on Certain Operators , we currently expect that the non-cash straight-line rent portion of rental income will decrease from $2.3 million in 2024, which includes $3.2 million of one-time additional straight-line rental income related to restoring accrual basis accounting for two master leases, to a negative $2.9 million for projected annual 2025 representing an adjustment from higher cash rental income to lower GAAP rental income.
Added
Update on Certain Operators ALG Senior Living We hold controlling interest in three joint ventures with ALG Senior Living (“ALG”). The joint ventures own 28 assisted living and memory care communities in North Carolina (27) and South Carolina (1) with a total of 1,263 units.
Removed
Our cash rental income is projected to decrease from $131.1 million in 2024 to $130.7 million for projected annual 2025 due to properties sold. In place cash rents are expected to increase by 3.2%. At December 31, 2024, the straight-line rent receivable balance on the consolidated balance sheet was $21.5 million.
Added
The joint ventures lease these communities to affiliates of ALG under three 10-year master leases and have provided the lessee with the option to purchase these communities. In accordance with generally accepted accounting principles (“GAAP”), the communities are recorded as Financing Receivables on our Consolidated Balance Sheets.
Removed
During 2024, an operator notified us of its election not to exercise the renewal option on a master lease covering seven skilled nursing centers in California (1), Florida (2), and Virgina (4). The master lease matures in January 2026 and provides two 5-year renewal options.
Added
Additionally, ALG operates a 45-unit assisted living and memory care community in North Carolina under a mortgage loan maturing in May 2026. ALG has paid their contractual rent and interest obligations through February 2026. 39 ​ Table of Contents Anthem Memory Care Anthem operated 12 memory care communities located in California, Colorado, Kansas, Illinois and Ohio under triple-net master leases.
Removed
The operator is obligated to pay rent on the portfolio through maturity and is current on rent obligations through February 2025. Subsequent to December 31, 2024, we engaged a broker to sell or re-lease some or all of the properties in the portfolio.
Added
During the second quarter of 2025, we terminated the Anthem triple-net master leases and converted the 12 memory care communities covered under the master leases into our new SHOP segment. In conjunction with the conversion, we wrote-off Anthem’s working capital note of $2.7 million and the related interest receivable of $0.4 million during the second quarter of 2025.
Removed
Lease Renewals and Extensions during 2024: (a) A master lease covering 11 skilled nursing centers located in Texas with a total of 1,444 beds was amended to extend the lease term to December 31, 2028, with two five-year renewal options. The annual rent increased from $8.0 million to $9.0 million for 2024.
Added
Genesis Healthcare, Inc . During the second quarter of 2025, we received written notice from Genesis Healthcare Inc. (“Genesis”) of its exercise of a 5-year extension option, which would extend the term of the lease to April 30, 2031. During the third quarter of 2025, Genesis filed for Chapter 11 bankruptcy.

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Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

26 edited+170 added−2 removed62 unchanged
Biggest changeA downturn in the health care property sector could have a greater adverse effect on our business and financial condition than if we had investments in multiple industries and sectors.
Biggest changeA downturn in the health care property sector could have a greater adverse effect on our business and financial condition than if we had investments in multiple industries and sectors. A downturn in the health care property sector also could adversely impact the ability of our operators to meet their obligations to us and maintain residents and occupancy rates.
We may be unable to maintain compliance with these covenants and, if we fail to do so, we may be unable to obtain waivers and/or amend the covenants. If some or all of our debt is accelerated and becomes immediately due and payable, we may be unable repay or refinance the debt.
We may be unable to maintain compliance with these covenants and, if we fail to do so, we may be unable to obtain waivers and/or amend the covenants. If some or all of our debt is accelerated and becomes immediately due and payable, we may be unable to repay or refinance the debt.
Construction and development projects involve risks such as the following: ● development of a project could be abandoned after expending significant resources resulting in the loss of deposits or failure to recover expenses already incurred; 19 ​ Table of Contents ● development and construction costs of a project could exceed original estimates due to increased interest rates and higher materials, transportation, labor, leasing, or other costs, which could make completion less profitable; ● financing for a project could be unavailable on favorable terms or at all; ● project delays could result in increases in construction costs and debt service expenses as a result of a variety of factors that are beyond our control, including natural disasters, labor conditions, material shortages, and regulatory hurdles; and ● occupancy rates and rents at a newly completed property could fail to meet expected levels and could be insufficient to make the property profitable.
Construction and development projects involve risks such as the following: ● development of a project could be abandoned after expending significant resources resulting in the loss of deposits or failure to recover expenses already incurred; 18 ​ Table of Contents ● development and construction costs of a project could exceed original estimates due to increased interest rates and higher materials, transportation, labor, leasing, or other costs, which could make completion less profitable; ● financing for a project could be unavailable on favorable terms or at all; ● project delays could result in increases in construction costs and debt service expenses as a result of a variety of factors that are beyond our control, including natural disasters, labor conditions, material shortages, and regulatory hurdles; and ● occupancy rates and rents at a newly completed property could fail to meet expected levels and could be insufficient to make the property profitable.
Prospective investors are urged to consult with their tax advisors with respect to the impact of the Tax Cuts and Jobs Act and any other regulatory, administrative or judicial developments and proposals and their potential effect on an investment in our securities. Risks Related to Our Capital Structure Limited access to capital could affect our growth.
Stockholders and prospective investors are urged to consult with their tax advisors with respect to the impact of the Tax Cuts and Jobs Act and any other regulatory, administrative or judicial developments and proposals and their potential effect on an investment in our securities. Risks Related to Our Capital Structure Limited access to capital could affect our growth.
If voting rights of control shares are not approved at a stockholder’s meeting, then subject to certain conditions and limitations, the issuer may redeem any or all of the control shares for fair value. Our bylaws contain a provision by which we have opted-out of the Maryland Control Share Acquisition Act.
If voting rights of control shares are not approved at a stockholders’ meeting, then subject to certain conditions and limitations, the issuer may redeem any or all of the control shares for fair value. Our bylaws contain a provision by which we have opted-out of the Maryland Control Share Acquisition Act.
General Risk Factors We are dependent on key personnel. Our four executive officers and other senior officers have a significant role in our success. Our ability to retain our management group or to attract suitable replacements should any member of the management group leave is dependent on the competitive nature of the employment market.
General Risk Factors We are dependent on key personnel. Our six executive officers and other senior officers have a significant role in our success. Our ability to retain our management group or to attract suitable replacements should any member of the management group leave is dependent on the competitive nature of the employment market.
If market interest rates increase, so could our interest costs. This could make the financing of any acquisition 21 ​ Table of Contents more costly. Rising interest rates could limit our ability to refinance existing debt when it matures or cause us to pay higher interest rates upon refinancing.
If market interest rates increase, so could our interest costs. This could make the financing of any acquisition more costly. Rising interest rates could limit our ability to refinance existing debt when it matures or cause us to pay 20 ​ Table of Contents higher interest rates upon refinancing.
We and our operators rely on information systems to process, transmit, and store financial transactions and records, operator and lease data, and other confidential information. We are not aware of any material losses to our business or results of operations due to information system failures, data breaches, or cybersecurity incidents.
Information systems failures or data breaches could harm our business. We and our operators rely on information systems to process, transmit, and store financial transactions and records, operator and lease data, and other confidential information. We are not aware of any material losses to our business or results of operations due to information system failures, data breaches, or cybersecurity incidents.
Although our operators are primarily responsible for the condition of the property they occupy, we also could be held liable to a governmental authority or to third parties for property damage, personal injuries, and for investigation and clean-up costs incurred in connection with the contamination or we could be required to incur additional costs to change how the property is constructed or operated due to presence of such substances.
Although our borrowers and lessees are primarily responsible for the condition of the property they occupy, we also could be held liable to a governmental authority or to third parties for property damage, personal injuries, and for investigation and clean-up costs incurred in connection with the contamination or we could be required to incur additional costs to change how the property is constructed or operated due to presence of such substances.
If we lose our REIT status, our net earnings available for investment or 20 ​ Table of Contents distribution to stockholders would be significantly reduced for each of the years involved. In addition, we would no longer be required to make distributions to stockholders.
If we lose our REIT status, our net earnings available for investment or distribution to 19 ​ Table of Contents stockholders would be significantly reduced for each of the years involved. In addition, we would no longer be required to make distributions to stockholders.
We generally will seek to maintain sufficient control of a partnerships or joint venture to permit us to achieve our business objectives. However, in the event that it fails to meet expectations or becomes insolvent, we could lose our investment in the partnership or joint venture.
We generally seek to maintain sufficient control of a partnership or joint venture to permit us to achieve our business objectives. However, in the event that it fails to meet expectations or becomes insolvent, we could lose our investment in the partnership or joint venture.
Additionally, a downturn in the health care property sector could adversely affect the value of our properties and our ability to sell properties at prices or on terms acceptable to us. Disruptions in the capital markets could affect the price of our common stock and our ability to obtain financing .
Additionally, a downturn in the health care property sector could adversely affect the value of our properties and our ability to sell properties at prices or on terms acceptable to us. 22 ​ Table of Contents Disruptions in the capital markets could affect the price of our common stock and our ability to obtain financing .
Further, new technologies such as artificial intelligence may be more capable at evading safeguards. Information system threats, failures breaches, or incidents also could result in the loss or release of personally identifiable information. A privacy or cybersecurity failure or breach could cause a loss of business, regulatory enforcement, substantial legal liability, and reputational harm.
Further, new technologies such as AI may be more capable of evading safeguards. Information system threats, failures, breaches, or incidents also could result in the loss or release of personally identifiable information. A privacy or cybersecurity failure or breach could cause a loss of business, regulatory enforcement, substantial legal liability, and reputational harm.
If the operation of any of our properties becomes unprofitable or a lessee or borrower becomes unable to meet its obligations on the lease or mortgage loan, the liquidation value of the property could be substantially less than the net book value or the amount owing on any related mortgage loan than would be the case if the property were readily adaptable to other uses.
If the operation of any of our properties becomes unprofitable or a SHOP operator, lessee or borrower becomes unable to meet its obligations on the lease, mortgage loan, or management agreement, the liquidation value of the property could be substantially less than the net book value or the amount owing on any related mortgage loan than would be the case if the property were readily adaptable to other uses.
There can be no assurance that our operators will not encounter increased competition in the future which could limit their ability to attract residents or expand their businesses and therefore affect their ability to make their lease or loan payments to us.
There can be no assurance that our operators will not encounter increased competition in the future which could limit their ability to attract residents or expand their businesses and therefore adversely affect their ability to manage our SHOP communities or to make their lease or loan payments to us.
As information system and cybersecurity risks continue to evolve, we may be required to expend additional resources to continue to enhance our information system and cybersecurity measures and to investigate and remediate any information system and cybersecurity vulnerabilities. 24 ​ Table of Contents Data privacy security failures or breaches could expose us to regulatory and other liability.
As information system and cybersecurity risks continue to evolve, we may be required to expend additional resources to continue to enhance our information system and cybersecurity measures and to investigate and remediate any information system and cybersecurity vulnerabilities. Data privacy security failures or breaches could expose us to regulatory and other liability.
The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. ​ 22 ​ Table of Contents Provisions in our charter limit ownership of shares of our stock.
The terms of one or more classes or series of preferred stock could dilute the voting power or reduce the value of our common stock. Provisions in our charter limit ownership of shares of our stock.
We also have the ability to access the capital markets through the issuance of $390.3 million of common stock under our equity distribution agreements and an indeterminate amount through the issuance of debt and/or equity securities under an automatic shelf registration statement.
We also have the ability to access the capital markets through the issuance of $288.5 million of common stock under our equity distribution agreements and an indeterminate amount through the issuance of debt and/or equity securities under an automatic shelf registration statement.
To ensure qualification under this test, our charter provide that, subject to exceptions, no person is permitted to beneficially own more than 9.8% of outstanding shares of any class or series of our stock, including our common stock.
To ensure qualification under 21 ​ Table of Contents this test, our charter provides that, subject to exceptions, no person is permitted to beneficially own more than 9.8% of outstanding shares of any class or series of our stock, including our common stock.
As a REIT, we are required to distribute at least 90% of our taxable income. Our growth therefore is generally through the investment of new capital in real estate assets. As of December 31, 2024, we had $9.4 million of cash on hand and $280.7 million available under our unsecured revolving line of credit.
As a REIT, we are required to distribute at least 90% of our taxable income. Our growth therefore is generally through the investment of new capital in real estate assets. As of December 31, 2025, we had $14.4 million of cash on hand and $347.1 million available under our unsecured revolving line of credit.
We operate with a policy of incurring debt when it is advisable in the opinion of our Board of Directors. As of December 31, 2024, our indebtedness represented approximately 31.1% of our gross assets.
We operate with a policy of incurring debt when it is advisable in the opinion of our Board of Directors. As of December 31, 2025, our indebtedness represented approximately 34.0% of our gross assets.
As of December 31, 2024, we had eight active joint ventures with a total LTC equity investment of $378.6 million.
As of December 31, 2025, we had five active joint ventures with a total LTC equity investment of $330.6 million.
Unless we are entitled to relief under statutory provisions, we would be disqualified from treatment as a REIT for the four taxable years following the year during which we lost qualification.
We note that REITs are specifically excluded from the application of the corporate alternative minimum tax that was enacted as part of the Inflation Reduction Act of 2022. Unless we are entitled to relief under statutory provisions, we would be disqualified from treatment as a REIT for the four taxable years following the year during which we lost qualification.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Overview—Portfolio Overview—Update on Certain Operators for further discussion. If an operator is unable to comply with the terms of its leases, we could be asked to defer rent or be forced to modify the leases in ways that are unfavorable to us.
If an operator is unable to comply with the terms of its leases, we could be asked to defer rent or be forced to modify the leases in ways that are unfavorable to us.
The rapid evolution and increasing prevalence of artificial intelligence technologies may also increase our and our operators’ risks of information system failures, data breaches, or cybersecurity incidents. Further, an information system or cybersecurity threat, failure, data breach, or incident on an operator could impact their operations and ability to perform under the terms of their lease with us.
Further, an information system or cybersecurity 23 ​ Table of Contents threat, failure, data breach, or incident on an operator could impact their operations and ability to perform under the terms of their lease with us.
The presence of hazardous substances or a failure to properly remediate any resulting contamination could adversely affect our ability to lease, mortgage, or sell an affected property. Information systems failures or data breaches could harm our business.
The presence of hazardous substances or a failure to properly remediate any resulting contamination could adversely affect our ability to lease, mortgage, or sell an affected property. The use of, or inability to take advantage of the benefits of, artificial intelligence by us or our operators presents risks and challenges.
Removed
We note that REITs are specifically excluded from the application of the corporate alternative minimum tax that was enacted as part of the Inflation Reduction Act of 2022 (H.R. 5376).
Added
Management’s Discussion and Analysis of Financial Condition and Results of Operations-Non-GAAP Financial Measures for a reconciliation of net income attributable to common stockholders to NOI. 6 ​ Table of Contents Real Estate Investments Segment Triple-Net Portfolio Our triple-net leases require the lessee to pay all taxes, insurance, maintenance and repairs, capital and non-capital expenditures and other costs necessary in the operations of the facilities.
Removed
A downturn in the health care property sector also could adversely impact the ability of our operators to 23 ​ Table of Contents meet their obligations to us and maintain residents and occupancy rates.
Added
The majority of our leases contain provisions for specified annual increases over the rent of the prior year. At December 31, 2025, our Triple-Net Portfolio included 98 properties located in 22 states and leased to 18 different operators.
Added
Financing Receivables We have entered into joint ventures (“JV”) and contributed into the JVs for the acquisition of properties through sale and leaseback transactions. Concurrently, each of these JVs leased the acquired properties back to an affiliate of the seller and provided the seller-lessee with purchase options.
Added
We determined that each of these sale and leaseback transactions meet the accounting criteria to be presented as Financing receivables on our Consolidated Balance Sheets and recorded the rental revenue from these properties as Interest income from financing receivables on our Consolidated Statements of Income . See Item 8. FINANCIAL STATEMENTS— Note 2.
Added
Summary of Significant Accounting Policies within our consolidated financial statements for additional information. At December 31, 2025, our financing receivables included 31 properties located in three states and leased to two operators.
Added
Mortgage Loans Receivable As part of our strategy of making investments in properties used in the provision of long-term health care services, we provide mortgage financing on such properties based on our established investment underwriting criteria. We have also provided construction loans that by their terms convert into purchase/lease transactions or permanent financing mortgage loans upon completion of construction.
Added
In addition to a lien on the mortgaged property, the loans are generally secured by certain non-real estate assets of the properties and contain certain other security provisions in the form of letters of credit and/or security deposits. At December 31, 2025, our mortgage loans were secured by 26 properties located in five states with six borrowers.
Added
Notes Receivable Our investment in notes receivable consists of a mezzanine loan and two working capital loans. 7 ​ Table of Contents Unconsolidated Joint Ventures We have a mortgage loan secured by a skilled nursing center in Texas.
Added
This mortgage loan was determined to be an acquisition, development and construction (“ADC”) loan and is accounted for as an unconsolidated joint venture. Subsequent to December 31, 2025, the operator provided notice of its intent to pay off this mortgage loan.
Added
SHOP Segment As the owner of properties in our SHOP segment, we have certain oversight approval rights and the right to review operational and financial reporting information, but our independent third-party SHOP operators ultimately control the day-to-day operations of the properties, pursuant to the terms of our management agreements.
Added
At December 31, 2025, our SHOP segment was comprised of 25 seniors housing communities located in ten states that are managed on our behalf by seven independent operators pursuant to separate management agreements. Our management agreements typically have fixed terms and are subject to renewal under certain conditions.
Added
These agreements may include provisions for termination under specific circumstances, with or without the payment of a fee. The SHOP operators generally receive annual management fees which are calculated based on various performance measures, which may include revenue, NOI and other objective financial metrics. Additionally, incentive fees may be awarded if specified performance targets are met.
Added
Insurance For properties in our Triple-Net Portfolio, we contractually require that all borrowers of funds from us and lessees of any of our properties maintain comprehensive property and general and professional liability insurance that covers us as well as the borrower and/or lessee.
Added
For investments in which we own fee simple title to the property and lease it to a third-party tenant, we are a non-possessory landlord and are generally not responsible for what takes place on such property.
Added
Nonetheless, claims including those pertaining to general and professional liability may be asserted against us which may result in costs and exposure for which insurance is not available. For properties in our SHOP segment, our affiliates are licensed operators and are generally responsible for operational costs and expenses and could be held liable for other risks and liabilities.
Added
We maintain and/or contractually require that our third-party SHOP operators maintain comprehensive property and general and professional liability insurance.
Added
While our third-party SHOP operators typically indemnify us, pursuant to the terms of management agreements, for certain liabilities arising out of certain of their actions such as gross negligence, fraud or willful misconduct, certain liabilities may not be subject to indemnification, it may be difficult to enforce our rights or we may need to seek alternative solutions to ensure the liability is appropriately addressed.
Added
Although we actively monitor and seek to ensure compliance by our third-party independent operators with our insurance requirements, we may be subject to loss for any number of reasons, such as noncompliance on the part of our third-party operators, losses that exceed covered limits or that are not covered, inability of operators to obtain insurance, bankruptcy of a carrier, or insufficient tail coverage.
Added
Competition In the health care industry, we compete for real property investments with health care providers, other health care related REITs, real estate partnerships, banks, private equity funds, venture capital funds and other investors. Many of our competitors are significantly larger and have greater financial resources and lower cost of capital than we have available to us.
Added
Our ability to compete successfully for real property investments will be determined by numerous factors, including our ability to identify suitable acquisition targets, our ability to negotiate acceptable terms for any such acquisition and the availability and our cost of capital.
Added
Our SHOP operators, lessees and borrowers compete on a local, regional and, in some instances, national basis with other health care providers.
Added
The ability of our SHOP operators, lessees or borrowers to compete successfully for patients or residents at our properties depends upon several factors, including the levels of care and services provided by the SHOP operators, lessees or borrowers, the reputation of the providers, physician referral patterns, physical 8 ​ Table of Contents appearances of the properties, family preferences, financial condition of the operator and other competitive systems of health care delivery within the community, population and demographics.
Added
REIT Tax Status We have elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended.
Added
To maintain our qualification as a REIT, we must meet a number of organizational and operational requirements, including a requirement that we annually distribute to our shareholders at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding net capital gains.
Added
As a REIT, we generally are not subject to U.S. federal income tax on the taxable income we distribute to our shareholders. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax at the generally applicable corporate tax rate.
Added
Even if we qualify for taxation as a REIT, we may be subject to U.S. federal income tax provisions on certain specific transactions and property, as well as certain state and local taxes on our income, property or net worth and U.S. federal income and excise taxes on our undistributed income.
Added
We made no provision for U.S. federal income tax purposes prior to utilizing the RIDEA structure and establishing our taxable REIT subsidiary (“TRS”) during the second quarter of 2025.
Added
Under RIDEA, a REIT may lease a “qualified healthcare property” on an arm's-length basis to a TRS if the property is operated on behalf of such TRS by a person who qualifies as an “eligible independent operator”. Generally, the rent received from the TRS will meet the related party exception and will be treated as “rents from real property”.
Added
Rent revenue received from the TRS lessee and lease expense incurred by the TRS are eliminated in consolidation.
Added
A "qualified healthcare property" includes real property and any personal property that is, or is necessary or incidental to the use of, a hospital, nursing facility, assisted living facility, congregate care facility, qualified continuing care facility, or other licensed facility which extends medical or nursing or ancillary services to patients.
Added
Resident fees and services revenue and related operating expenses for these facilities are reported on our Consolidated Statements of Income and are subject to federal, state and local income taxes.
Added
As a result, beginning the second quarter of 2025, we now record income tax provision or benefit with respect to our TRS entity which is taxed under provisions similar to those applicable to regular corporations and not under the REIT provisions. Our provision for income taxes for the year ended December 31, 2025, was $179,000.
Added
At December 31, 2025, our deferred income tax assets and deferred income tax liabilities with respect to our TRS entity were $729,000 and $695,000, respectively. Health Care Regulation Overview The health care industry is heavily regulated by the government.
Added
We and our SHOP operators, borrowers and lessees who operate health care facilities are subject to extensive regulation by federal, state and local governments. These laws and regulations are subject to frequent and substantial changes resulting from legislation, adoption of rules and regulations, and administrative, executive and judicial interpretations of existing law.
Added
These changes may have a dramatic effect on the definition of permissible or impermissible activities, the relative costs associated with doing business and the amount of reimbursement by both government and other third-party payors. These changes may be applied retroactively. The ultimate timing or effect of these changes cannot be predicted.
Added
The failure of any operator of our SHOP communities, borrower of funds from us or lessee of any of our properties to comply with such laws, requirements and regulations could result in sanctions or remedies such as denials of payment for new Medicare and Medicaid admissions, civil monetary penalties, state oversight and loss of Medicare and Medicaid participation or licensure.
Added
Such action could affect our SHOP operator’s, borrower’s or lessee’s ability to operate its facility or facilities and could adversely affect such operator’s, borrower’s or lessee’s ability to meet their contractual obligations to us.
Added
The properties we own and the manner in which they are operated are affected by changes in the reimbursement, licensing and certification policies of federal, state and local governments. Properties may also be affected by changes in accreditation standards or procedures of accrediting agencies.
Added
In addition, expansion (including the addition of new beds or services or acquisition of medical equipment) and occasionally the discontinuation of services of health care facilities are, in some states, subjected to state and regulatory approval through “certificate of need” laws and regulations. 9 ​ Table of Contents Health Care Reform and Other Legislative Developments Federal health care reform, including the Patient Protection and Affordable Care Act, as amended (the “Affordable Care Act”), has expanded access to health insurance, reduced health care costs, and instituted various health policy reforms.
Added
Among other things, the Affordable Care Act: reduced Medicare skilled nursing facility reimbursement by a so-called “productivity adjustment” based on economy-wide productivity gains; required the development of a value-based purchasing program for Medicare skilled nursing facility services; authorized bundled payment programs, which can include post-acute services; and provided incentives to state Medicaid programs to promote community-based care as an alternative to institutional long-term care services.
Added
In addition, the Affordable Care Act impacts both us and our SHOP operators, lessees and borrowers as employers, including requirements related to the health insurance we offer to our respective employees. Many aspects of the Affordable Care Act have been implemented through regulations and sub-regulatory guidance.
Added
In December 2017, federal legislation repealed the Affordable Care Act’s penalty for individuals who fail to maintain health coverage meeting certain minimum standards. Other changes in the law include expiration of the enhanced Affordable Care Act premium subsidies for individuals enrolling in certain plans.
Added
Additional revisions of the Affordable Care Act could be made in future, although the details and timing of any such actions are unknown at this time.
Added
There can be no assurance that the implementation of the Affordable Care Act or any subsequent modifications or related legal challenges will not adversely impact the operations, cash flows or financial condition of our SHOP communities and our lessees and borrowers, which subsequently could materially adversely impact our revenue and operations.
Added
President Trump, Congress and state legislatures can be expected to continue to review and assess alternative health care delivery systems and payment methodologies, including potential changes in Medicare and Medicaid payment policy for skilled nursing facility services and other types of post-acute care.
Added
Additional changes in laws, new interpretations of existing laws, or other changes in payment methodologies may have a dramatic effect on the definition of permissible or impermissible activities, the relative costs associated with doing business and the amount of reimbursement by the government and other third-party payors.
Added
There can be no assurances that enacted or future legislation will not have an adverse impact on the financial condition of our SHOP communities and our borrowers and lessees, which subsequently could materially adversely impact our company.
Added
Reimbursement The ability of our SHOP operators, borrowers and lessees to generate revenue and profit determines the underlying value of that property to us. Revenues of our SHOP communities and of our borrowers and lessees of skilled nursing centers are generally derived from payments for patient care.
Added
Sources of such payments for skilled nursing facilities include the federal Medicare program, state Medicaid programs, private insurance carriers, managed care organizations, preferred provider arrangements, and self-insured employers, as well as the patients themselves.
Added
A significant portion of the revenue of our SHOP communities and of our skilled nursing center borrowers and lessees is derived from governmentally-funded reimbursement programs, such as Medicare and Medicaid.
Added
Because of significant health care costs paid by government programs, both federal and state governments have adopted and continue to consider various health care reform proposals to control health care costs. In many instances, revenues from Medicaid programs are insufficient to cover the actual costs incurred in providing care to Medicaid patients.
Added
In addition, all states have been making changes to their long-term care delivery systems that emphasize home and community-based long-term care services, in some cases coupled with cost-controls for institutional providers. Increasingly, state Medicaid programs are providing coverage through managed care programs under contracts with private health plans, which is intended to decrease state Medicaid costs.

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