NHP to Sell 86 Outpatient Medical Properties for $528M in Post-IPO Pivot to Senior Housing
National Healthcare Properties Inc. (Nasdaq: NHP) has entered into a definitive agreement to sell a portfolio of 86 outpatient medical facilities for approximately $528 million, the company said this week, moving quickly after its Nasdaq debut to shed a property type that generated nearly two-thirds of its cash net operating income at the time of its IPO filing.
The deal, if completed, would concentrate the New York-based real estate investment trust’s portfolio around senior housing operating properties — the strategic direction chief executive officer and president Michael Anderson has outlined since 2024, when the company was still a nontraded REIT known as Healthcare Trust Inc. and preparing for a public listing.
The transaction is expected to generate approximately $250 million in net cash proceeds after the defeasance or transfer of roughly $278 million in debt attached to the portfolio, which carries a weighted average coupon of approximately 5.9%. NHP said it intends to deploy those proceeds alongside approximately $500 million in net cash from its recent initial public offering toward deleveraging, senior housing acquisitions, and general corporate purposes.
The portfolio shift would be substantial. Inclusive of the OMF sale and approximately $90 million in pending senior housing operating portfolio, or SHOP, acquisitions already under definitive agreements, the SHOP segment would have represented approximately 60% of fourth quarter 2025 cash net operating income. At the time NHP filed its S-11 registration statement in April, SHOP accounted for roughly 37% of annualized cash NOI, with outpatient medical facilities making up the remainder. The company has said it expects, over time, its portfolio to consist primarily of SHOP communities.
“This transaction, once completed, will focus our overall business on the SHOP segment, where we are confident that our intensive approach to asset management and discerning acquisition strategy can create significant value for our stockholders,” Anderson said in a statement. “Further, we believe the combined impact of our recent initial public offering and the completion of this disposition would meaningfully reduce leverage and position our balance sheet for sustained success as a public company.”
The outpatient medical facilities remaining in NHP’s portfolio after the transaction — a 1.7-million-square-foot book — carry higher occupancy, longer weighted average lease terms, greater health system tenancy, and lower recurring capital expenditures than those being sold, the company said. NHP said it expects to continue using the retained OMF portfolio as a source of capital for future SHOP growth.
The sale is expected to close in the third or fourth quarter of 2026, subject to buyer due diligence, lender approval of loan assumptions, and other customary conditions. The buyer was not identified.
The Nontraded-to-Listed Arc
For the broker-dealers and registered investment advisers who sold NHP shares to retail clients under its former identity as Healthcare Trust, Inc., the OMF sale represents a pivotal moment in a company transformation they have watched unfold over nearly two years.
Healthcare Trust was founded in 2012 as an externally managed, nontraded REIT sponsored by Nicholas Schorsch’s AR Global, and its shares were sold to retail investors at $25 per share through broker-dealer and RIA distribution networks. The company spent more than a decade in the nontraded structure before internalizing management in October 2024, paying $98.2 million in termination fees to AR Global and its affiliates, rebranding as National Healthcare Properties, and executing a 4-for-1 reverse stock split to align its share price with listed-market peers. In January 2026, the company declassified its board and terminated its shareholder rights plan — governance changes designed to remove the anti-takeover protections that are standard in the nontraded structure but scrutinized by public-market investors.
NHP priced its IPO at $12 per share in April — below its marketed range of $13 to $16 — raising $462 million before the overallotment. On April 24, underwriters exercised the full overallotment option, and the offering ultimately closed at approximately $531 million in total proceeds. For original investors who purchased shares through the nontraded distribution channel at $25, the $12 IPO price represented a steep discount: adjusted for the 4-for-1 reverse stock split, the original $25 purchase price restated to $100 per post-split share — against the $12 IPO price.
The OMF sale adds another dimension to that calculation. The transaction carries a nominal capitalization rate of approximately 7.9% and an economic capitalization rate of approximately 6%, figures the company disclosed in its IPO prospectus, giving IPO investors visibility into the deal’s economics before the formal announcement.
NHP is scheduled to release first-quarter 2026 financial results after market close on May 13, with a conference call to follow on May 14 — its first earnings disclosure as a listed company.
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