OMF Dispositions under Definitive Agreement and Letter of Intent

The Company entered into a definitive purchase and sale agreement to sell 40 outpatient medical facilities ("OMFs") for approximately $531 million. Based on trailing twelve-month in-place cash net operating income ("NOI"), the sale price represents a nominal cap rate of 6.9%. After adjusting for recurring capital expenditures over the same period, as well as capital expenditure and other customary adjustments at closing, the Company expects the sale to result in an economic cap rate of 6.5%.

Having recently retired all secured debt related to this portfolio, the Company expects estimated cash proceeds of $511 million before transaction expenses and property operating prorations but inclusive of capital expenditure and other customary adjustments. The Company expects to utilize these cash proceeds to repay the balance on the Company’s revolving credit facility, fund senior housing operating portfolio ("SHOP") acquisitions and for general corporate purposes. The sale is expected to close in the fourth quarter of 2026, subject to customary closing conditions.

Based on announced disposition and capital markets transactions as well as closed SHOP acquisitions, the Company expects Net Debt to Further Adjusted EBITDA to approximate 0x (based on second quarter 2026 financials). In this scenario, the Company would hold cash and cash equivalents approximately equal to total debt comprised primarily of $300 million of outstanding unsecured term loans.

The Company also signed a non-binding letter of intent for its final four OMFs for gross proceeds of $11 million.

Inclusive of these transactions and the previously announced sale of 86 OMFs for approximately $528 million (including the sale of 30 OMFs closed on September 10, 2026), the Company expects to fully exit the OMF segment.

SHOP Pipeline

The Company currently has signed purchase and sale agreements or non-binding letters of intent for approximately $244 million of SHOP acquisitions, comprised of 724 primarily assisted living and memory care units, with estimated weighted average year-one and year-three cap rates of approximately 7.2% and 8.4%, respectively. Closing of these acquisitions is subject to continued purchaser due diligence, closing conditions and regulatory approvals as specified in the applicable agreements.