American Healthcare REIT announced a priced underwritten public offering of 8,100,000 shares of its common stock, with expected gross proceeds of $388.8 million. The shares will be delivered to RBC Capital Markets over an 18‑month period under a forward‑sale agreement, allowing the company to secure capital without an immediate cash outlay.
The net proceeds will be applied to general corporate purposes, including future investments, debt reduction, and liquidity enhancement. The offering is expected to strengthen the balance sheet, lowering the net‑debt‑to‑annualized adjusted EBITDA ratio from 3.7× in the second quarter of 2025 to an even lower level once the proceeds are fully applied. The additional equity base also provides a buffer for potential acquisitions and development projects across the company’s integrated senior health campuses and senior housing operating properties.
Investors reacted negatively to the pricing, noting that the offering price of $48 is below the company’s recent closing price of $49.23. The discount has prompted a cautious market response, reflecting sensitivity to the terms of the capital raise.
Management highlighted the company’s strong operational momentum, citing a 16.4% same‑store NOI growth across the portfolio in the first half of 2025—the seventh consecutive quarter of double‑digit growth. President and CEO Danny Prosky emphasized that the company is supplementing organic growth with strategic external investments that are expected to be accretive to future earnings.
The forward‑sale structure is a common tool for REITs, enabling American Healthcare REIT to lock in capital while deferring the issuance of new shares. This approach preserves financial flexibility, mitigates immediate dilution, and positions the company to capitalize on opportunities in a competitive senior‑housing market.
The offering aligns with the company’s broader strategy to support its growth pipeline and maintain financial discipline, reinforcing its ability to pursue acquisitions, development projects, and operational improvements across its core segments.
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