Toronto, Ontario--(Newsfile Corp. - February 24, 2026) - Northwest Healthcare Properties Real Estate Investment Trust (TSX: NWH.UN) (the "REIT" or "Northwest"), a global investor and operator of healthcare infrastructure assets in North America, Australia, Brazil, and Europe, announced its results for the three months and year ended December 31, 2025. The REIT also provided updates on its portfolio repositioning strategy and capital initiatives, and announced a corporate name change to Vital Infrastructure Property Trust ("Vital Infrastructure").
Zach Vaughan, CEO of the REIT, commented, "This past year was transformational for the REIT as we executed on our strategy to simplify the business, strengthen the balance sheet, and sharpen our focus on high quality healthcare infrastructure. We delivered steady operating performance, improved our leverage and liquidity position, and advanced key portfolio initiatives, including monetizing our New Zealand management contract and progressing the planned sale of our European portfolio. As we move forward under our new name, Vital Infrastructure, we remain focused on driving long-term unitholder value through disciplined capital allocation and a portfolio of essential, defensive healthcare real estate."
Q4 2025 Highlights(1)
Highlights for Q4 2025 and events subsequent to the quarter are set out below:
- Revenue from investment properties was $107.6 million, an increase of 4.8% from Q4 2024, primarily driven by same-property revenue growth and foreign exchange impacts, partially offset by dispositions of non-core assets completed during 2024 and 2025.
- Same Property Net Operating Income ("SPNOI")(2) increased by 3.0% to $65.0 million compared to Q4 2024, reflecting steady growth across all regions. The growth was primarily driven by inflationary rent adjustments, rentalised capital expenditures, and improved recoveries.
- General and administrative expenses, excluding unit-based compensation expense and employee termination benefits and related expenses, were $11.8 million, an increase of $0.8 million from Q4 2024. The year-over-year increase was primarily driven by lower salary capitalization to development due to reduced development activity, as well as the impact of a weaker Canadian dollar on expenses at the REIT's foreign subsidiaries. For the full year, G&A expenses on the same basis were $1.5 million lower in 2025 compared to 2024, reflecting headcount reductions and ongoing operational simplification initiatives, partially offset by the weaker Canadian dollar relative to the Euro and U.S. dollar.
- Net loss for Q4 2025 was $27.0 million, compared to net income of $2.9 million in Q4 2024. The year-over-year change primarily reflects a $51.6 million loss recognized on the internalization of Vital Trust and a $21.6 million foreign exchange loss related to the revaluation of third-party debt and intercompany balances. These impacts were partially offset by a $28.2 million favourable change in the fair value of financial instruments, and lower income tax expense compared to the prior year.
- Adjusted funds from operations ("AFFO")(2) was $0.12 per unit in Q4 2025 compared to $0.11 per unit in Q3 2025 and $0.10 per unit in Q4 2024, resulting in an AFFO payout ratio of 75%, down from 85% in Q3 2025 and 90% in Q4 2024.
- The REIT recorded fair value losses on investment properties of $37.9 million in Q4 2025, compared to fair value losses of $29.9 million in Q4 2024. The movements were mainly attributable to changes in valuation parameters, incorporating market evidence and rent reviews. The REIT's portfolio capitalization rate on proportionate basis(2) was 6.9% as at December 31, 2025.
- Consolidated debt to gross book value (IFRS)(2) decreased to 46.4% at December 31, 2025 from 50.0% at December 31, 2024. On a proportionate basis(2), leverage decreased by approximately 600 basis points year-over-year to 52.4%, primarily reflecting debt repayments funded through asset dispositions and capital initiatives. The REIT's proportionate economic weighted average interest rate declined to 4.71% at December 31, 2025, from 5.49% at December 31, 2024.
- Operating performance remained strong in Q4 2025, supported by a stable, long-term lease maturity profile with a weighted-average lease expiry ("WALE") of 12.3 years(1) and a global portfolio occupancy rate of 96.4%(1).
Internalization of Management at Vital Trust
On December 30, 2025, Vital Trust completed the previously announced internalization of its external management structure. As part of the transaction, Vital Trust terminated its existing management arrangements and paid the REIT a management termination payment of $170.0 million (NZ$214.0 million).
The payment was primarily funded through an equity offering by Vital Trust in which the REIT did not participate, reducing the REIT's ownership interest to approximately 23.9% (December 31, 2024 - 28.3%). Proceeds from the transaction were used to repay outstanding indebtedness, contributing to reduced leverage and an enhanced liquidity profile.
Financing Activity
The REIT used the Vital Trust internalization proceeds to repay the $91.5 million outstanding under its secured revolving credit facility and $35.7 million under a corporate term loan secured by its Vital Trust units, which carried a weighted average effective interest rate of 5.09%.
During the fourth quarter and subsequent to year end, the REIT also repaid or refinanced several additional debt facilities, including Canadian mortgages and Australian term loans.
Currently, the REIT's 2026 debt maturities total $391.9 million on a proportionate basis(2), of which approximately 50% or approximately $196.4 million relate to term debt maturing in the fourth quarter of 2026, with the remainder comprised of mortgage maturities. As of year end, the REIT had approximately $465.5 million of available liquidity, consisting of cash and undrawn credit facilities.
On February 5, 2026, DBRS Morningstar confirmed the REIT's Issuer Rating and Senior Unsecured Debentures credit rating at BBB (low) with Stable trends.
Operations and Leasing(2)
SPNOI(2) increased by 3.0% in Q4 2025 compared to the prior year period, primarily driven by inflationary rent adjustments, rentalised capital investments, and improved recoveries, reflecting steady growth in underlying lease income.
Regionally, SPNOI(2) increased by 0.3% in North America, 4.6% in Brazil, 3.7% in Europe and 4.4% in Australasia. Growth in North America was impacted by higher property operating costs associated with the transition to external facilities and operations management in Canada during the fourth quarter. Excluding the impact of these costs, North America SPNOI growth would have been 1.8%.
During the quarter, the REIT completed approximately 286,850 square feet of new, renewal and early leasing at an 85% renewal rate.
Healthscope Update
Healthscope Pty Ltd ("HSO") is the REIT's second largest tenant, occupying 12 properties and accounting for 6.6% of the REIT's proportionate revenues for the three months ended December 31, 2025. In May 2025, HSO's parent entities entered receivership, with its lenders appointing McGrathNicol Restructuring to oversee an orderly sale process, while all hospitals continue to operate as usual. The receiver-led sale process commenced in July 2025 and remains ongoing, with the receiver prioritizing the disposition of HSO's on balance sheet assets, which is now largely complete.
As part of a bid submitted by Calvary Health Care ("Calvary") for the REIT's portfolio of 12 assets, the REIT entered into a conditional lease agreement with Calvary on terms acceptable to the REIT. The agreement remains subject to the approval of the receiver which has not yet been obtained, as the receiver continues to evaluate potential alternatives, including conversion of HSO to a not-for-profit structure. As discussions are ongoing, there can be no assurance as to the outcome or the potential impact on the REIT.
As of today, all rent owing to the REIT has been paid and HSO continues to meet its lease obligations.
Portfolio Strategy Advancements
Disposition Activity
During the quarter, the REIT completed the disposition of three investment properties for total proceeds of $79.9 million, representing one property in Canada and two held through Vital Trust.
Canadian Development Commitment
During the quarter, the REIT entered into an agreement with a large Canadian hospital system to develop a new four-story, 119,000 square foot health services building adjacent to the hospital's main campus. The project will expand access to ambulatory, community-based, and complementary health services in one of Canada's fastest-growing regions and demonstrates the REIT's opportunities to invest in critical healthcare infrastructure and partner with publicly funded hospitals in Canada.
Under the agreement, Northwest has entered into a long-term ground lease with the hospital and will fund, develop and manage the new health services building, with an estimated total cost of $112.0 million, which is expected to commence in the fourth quarter of 2026 and be completed in the fourth quarter of 2029.
European Portfolio Sale
As at December 31, 2025, the REIT classified 30 income-producing properties and 3 properties under development in Europe as held for sale, comprising 23 wholly-owned properties in Germany and the Netherlands with a fair value of $384.0 million, and 10 properties held through the REIT's joint venture in the Netherlands with a fair value of $259.7 million ($77.9 million at the REIT's 30% interest).
In connection with the classification of the wholly-owned properties, the REIT reclassified $221.1 million of related mortgages with a weighted average interest rate of 2.83% to liabilities associated with assets held for sale on its consolidated balance sheet. Mortgages related to the joint venture properties total $139.8 million $42.0 million at the REIT's 30% interest), with a weighted average interest rate of 4.67%, and remain within the joint venture.
On February 24, 2026, the REIT reached an agreement to sell the combined portfolio of 33 properties to TPG Real Estate for €400 million (C$647 million) before adjustments. The transaction is expected to close in the second quarter of 2026, subject to customary closing conditions.
Net proceeds attributable to the REIT, after transaction costs and capital gains tax, are estimated to be approximately $145 million and are expected to be used to repay debt and for capital redeployment.
Canadian Acquisition
On February 19, 2026, the REIT waived its conditions on the acquisition of an approximate 73,000 square foot, up to 157 bed, transitional-care facility in Ottawa, Ontario for $49.0 million. The property is well located in a specialized and expanding medical and health services node with immediate proximity to The Ottawa Hospital's Civic Campus, University of Ottawa's Heart Institute and the planned 2.5 million square foot new Ottawa Hospital. The building is leased on a triple net basis to The Ottawa Hospital for a remaining 14.5 year term, subject to annual rent escalations. The acquisition, subject to customary closing conditions, is expected to close in the first quarter of 2026 and will be funded with existing resources.
Name Change
Today, the REIT announced that it plans to change its name to Vital Infrastructure Property Trust. The name change is expected to become effective on March 11, 2026. In connection with the name change, the REIT will also change its TSX ticker symbol for its trust units from NWH.UN to VITL.UN and for its 6.25% convertible debentures and 7.75% convertible debentures from NWH.DB.H and NWH.DB.I to VITL.DB.H and VITL.DB.I, respectively.
The decision to rebrand reflects the REIT's ongoing evolution into a focused healthcare infrastructure platform. The name change will not impact the REIT's capitalization, organizational structure, unitholder rights or qualification as a REIT for Canadian income tax purposes.
The transfer agent of the REIT continues to be Odyssey Trust Company (trust units). The debenture trustees of the REIT will continue to be Odyssey Trust Company (Debentures) and Computershare Trust Company (convertible debentures). No action will be required by existing unitholders and debenture holders with respect to the name change and trading symbol change.
The REIT's new corporate website, www.vitalreit.com will go live on March 11, 2026.
(1) Following the internalization of management of Vital Trust, the REIT's retained interest in Vital Trust is reflected as an equity-accounted investment when results are presented on an IFRS basis, and as a standalone line item on the balance sheet when results are presented on a proportionate basis. As the transaction closed on December 30, 2025, there was no impact on the IFRS or proportionate income statement results for the periods presented. Vital Trust's operating results have been excluded from the REIT's leasing metrics and portfolio profile as at December 31, 2025.
(2) Refer to Non-GAAP and Other Supplementary Measures section.
Selected Operating and Financial Information (1):
| ($ thousands except where otherwise indicated) (unaudited) | As at December 31, 2025 | As at December 31, 2024 | |||||
| Assets under management (i) | $ | 5,630,000 | $ | 8,282,000 | |||
| Number of properties | 133 | 172 | |||||
| Gross leasable area (sf) | 13,032,310 | 15,886,309 | |||||
| Period end occupancy | 96.4 | % | 96.4 | % | |||
| Weighted Average Lease Expiry (Years) | 12.3 | 13.6 | |||||
| Debt to Gross Book Value (IFRS)(2) | 46.4 | % | 50.0 | % | |||
| Debt to Gross Book Value (Proportionate)(2) | 52.4 | % | 58.3 | % | |||
| Weighted average overall capitalization rate (Proportionate) | 6.90 | % | 6.15 | % | |||
| Economic Weighted Average Interest Rate (Proportionate) | 4.71 | % | 5.49 | % |
(i) Assets under management represent the aggregate fair value of investment properties, the REIT's investment in Vital Trust, loans receivables, lease assets, real estate related financial instruments, assets held for sale and third-party interests in these assets.
| For the periods ended December 31 ($ thousands except where otherwise indicated - unaudited) | Three Months | Year Ended | |||||||||||||||||
| 2025 | 2024 | $ Change | 2025 | 2024 | $ Change | ||||||||||||||
| Net operating income | $ | 79,514 | $ | 77,764 | $ | 1,750 | $ | 312,138 | $ | 349,408 | $ | (37,270 | ) | ||||||
| Net income (loss) | (27,037 | ) | 2,928 | (29,965 | ) | 21,221 | (320,204 | ) | 341,425 | ||||||||||
| Funds from Operations ("FFO")(2) excluding accelerated amortization of deferred financing charges (i) | 30,621 | 23,674 | 6,947 | 112,784 | 99,189 | 13,595 | |||||||||||||
| Adjusted Funds from Operations ("AFFO") (2) | 29,502 | 24,281 | 5,221 | 105,581 | 95,649 | 9,932 | |||||||||||||
| FFO(2), excluding accelerated amortization of deferred financing charges, per unit - diluted (i) | $ | 0.12 | $ | 0.10 | $ | 0.02 | $ | 0.45 | $ | 0.40 | $ | 0.05 | |||||||
| AFFO(2) per unit - diluted | $ | 0.12 | $ | 0.10 | $ | 0.02 | $ | 0.42 | $ | 0.39 | $ | 0.03 | |||||||
| Distributions per unit | $ | 0.09 | $ | 0.09 | $ | — | $ | 0.36 | $ | 0.36 | $ | — | |||||||
| AFFO(2) payout ratio - diluted | 75 | % | 90 | % | (15) | % | 86 | % | 92 | % | (6) | % | |||||||
(i) The amounts presented reflect an adjustment for accelerated amortization of deferred financing charges from the early repayment of debt. For the year ended December 31, 2025, the adjustment totalled $3.4 million related to debt repaid using proceeds from the issuance of senior unsecured debentures and the sale of Assura units. FFO including this adjustment would have been $112.8 million or $0.45 per unit. For the year ended December 31, 2024, the adjustment totalled $10.3 million, related to debt repaid using proceeds from the from the sale of the REIT's UK portfolio. FFO including this adjustment would have been $99.2 million or $0.40 per unit.
Non-GAAP and Other Supplementary Measures
This news release includes certain non-GAAP financial measures, non-GAAP ratios and other specified financial measures (as defined in National Instrument 52-112, Non-GAAP and Other Financial Measures Disclosure) in addition to measures prepared in accordance with IFRS. These measures do not have standardized meanings under IFRS and may not be comparable to similar measures presented by other issuers. They should not be considered as alternatives to measures determined in accordance with IFRS. Definitions and reconciliations to the most directly comparable IFRS measures are provided below.
| Non-GAAP Measure | Description and Purpose |
| Proportionate Basis |
|
| Net Operating Income ("NOI") |
|
| Same-Property NOI (Constant Currency) ("SPNOI") |
|
| Funds from Operations ("FFO") |
|
| Adjusted Funds from Operations ("AFFO") |
|
| AFFO Payout Ratio |
|
| Adjusted Earnings before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA") |
|
| Debt |
|
| Debt to Adjusted EBITDA |
|
| Gross Book Value ("GBV") |
|
| Debt to Gross Book Value |
|
| Net Asset Value ("NAV") |
|
| Per Unit Measures |
|
The following table reconciles net income (loss), as determined in accordance with IFRS, to net income (loss) on a proportionate basis(2) for the three months ended December 31, 2025 and 2024:
| ($ thousands) | For the three months ended | |||||||||||||||||
| December 31, 2025 | December 31, 2024 | |||||||||||||||||
| IFRS Basis | Adjustments | Proportionate Basis(2) | IFRS Basis | Adjustments | Proportionate Basis(2) | |||||||||||||
| Net property operating income | ||||||||||||||||||
| Revenue from investment properties | $ | 107,588 | $ | (15,547 | ) | $ | 92,041 | $ | 102,702 | $ | (14,793 | ) | $ | 87,909 | ||||
| Property operating costs | (28,074 | ) | 3,147 | (24,927 | ) | (24,938 | ) | 2,245 | (22,693 | ) | ||||||||
| 79,514 | (12,400 | ) | 67,114 | 77,764 | (12,548 | ) | 65,216 | |||||||||||
| Other income (expenses) | ||||||||||||||||||
| Interest and other income | 2,440 | (1,185 | ) | 1,255 | 5,930 | (890 | ) | 5,040 | ||||||||||
| Management fees | 3,716 | 2,796 | 6,512 | 3,817 | 2,297 | 6,114 | ||||||||||||
| Share of income (loss) from equity accounted investments | 6,414 | (6,414 | ) | — | 1,359 | (1,359 | ) | — | ||||||||||
| Finance costs | (32,529 | ) | 2,377 | (30,152 | ) | (38,749 | ) | 1,645 | (37,104 | ) | ||||||||
| General and administrative expenses | (16,034 | ) | 279 | (15,755 | ) | (13,155 | ) | 610 | (12,545 | ) | ||||||||
| Transaction costs | (3,674 | ) | 199 | (3,475 | ) | (4,393 | ) | 1,329 | (3,064 | ) | ||||||||
| Foreign exchange gain (loss) | (95 | ) | 883 | 788 | 21,510 | 284 | 21,794 | |||||||||||
| Accretion of financial liabilities | (2,031 | ) | — | (2,031 | ) | (1,876 | ) | — | (1,876 | ) | ||||||||
| Fair value adjustment of convertible debentures | 195 | — | 195 | (238 | ) | — | (238 | ) | ||||||||||
| Fair value adjustment of financial instruments | 13,313 | (8,140 | ) | 5,173 | (14,873 | ) | (1,842 | ) | (16,715 | ) | ||||||||
| Fair value adjustment of investment properties | (37,921 | ) | (19,893 | ) | (57,814 | ) | (29,924 | ) | 16,192 | (13,732 | ) | |||||||
| Loss on internalization of Vital Trust | (51,595 | ) | 2,742 | (48,853 | ) | — | — | — | ||||||||||
| Net loss on disposals of assets | (1,525 | ) | 476 | (1,049 | ) | (3,274 | ) | 587 | (2,687 | ) | ||||||||
| Fair value adjustment of unit-based compensation liabilities | 196 | — | 196 | 4,167 | — | 4,167 | ||||||||||||
| Income (loss) before taxes | (39,616 | ) | (38,280 | ) | (77,896 | ) | 8,065 | 6,305 | 14,370 | |||||||||
| Current income tax (expense) recovery | (48 | ) | 512 | 464 | (8,108 | ) | 3,616 | (4,492 | ) | |||||||||
| Deferred income tax (expense) recovery | 12,627 | (29,282 | ) | (16,655 | ) | 2,971 | (4,384 | ) | (1,413 | ) | ||||||||
| Income tax (expense) recovery | 12,579 | (28,770 | ) | (16,191 | ) | (5,137 | ) | (768 | ) | (5,905 | ) | |||||||
| Net income (loss) | $ | (27,037 | ) | $ | (67,050 | ) | $ | (94,087 | ) | $ | 2,928 | $ | 5,537 | $ | 8,465 | |||
| Less: non-controlling interests | 67,050 | (67,050 | ) | — | (5,537 | ) | 5,537 | — | ||||||||||
| Net income (loss) attributable to unitholders | $ | (94,087 | ) | $ | — | $ | (94,087 | ) | $ | 8,465 | $ | — | $ | 8,465 | ||||
The following table reconciles net income (loss), as determined in accordance with IFRS, to net income (loss) on a proportionate basis(2) for the year ended December 31, 2025 and 2024:
| ($ thousands) | For the year ended | |||||||||||||||||
| December 31, 2025 | December 31, 2024 | |||||||||||||||||
| IFRS Basis | Adjustments | Proportionate Basis(2) | IFRS Basis | Adjustments | Proportionate Basis(2) | |||||||||||||
| Net property operating income | ||||||||||||||||||
| Revenue from investment properties | $ | 422,525 | $ | (58,361 | ) | $ | 364,164 | $ | 462,403 | $ | (57,121 | ) | $ | 405,282 | ||||
| Property operating costs | (110,387 | ) | 10,955 | (99,432 | ) | (112,995 | ) | 8,642 | (104,353 | ) | ||||||||
| 312,138 | (47,406 | ) | 264,732 | 349,408 | (48,479 | ) | 300,929 | |||||||||||
| Other income (expenses) | ||||||||||||||||||
| Interest and other income | 13,555 | (4,385 | ) | 9,170 | 18,840 | (4,323 | ) | 14,517 | ||||||||||
| Management fees | 15,095 | 10,304 | 25,399 | 15,150 | 13,931 | 29,081 | ||||||||||||
| Share of income (loss) from equity accounted investments | 6,986 | (6,986 | ) | — | (30,725 | ) | 30,725 | — | ||||||||||
| Finance costs | (137,041 | ) | 7,774 | (129,267 | ) | (213,256 | ) | 5,816 | (207,440 | ) | ||||||||
| General and administrative expenses | (61,991 | ) | 1,225 | (60,766 | ) | (58,174 | ) | 2,208 | (55,966 | ) | ||||||||
| Transaction costs | (18,697 | ) | 205 | (18,492 | ) | (16,693 | ) | 1,684 | (15,009 | ) | ||||||||
| Foreign exchange gain (loss) | 4,560 | 1,980 | 6,540 | 33,879 | 681 | 34,560 | ||||||||||||
| Accretion of financial liabilities | (6,817 | ) | — | (6,817 | ) | (7,245 | ) | — | (7,245 | ) | ||||||||
| Fair value adjustment of convertible debentures | (17,346 | ) | — | (17,346 | ) | (36,109 | ) | — | (36,109 | ) | ||||||||
| Fair value adjustment of financial instruments | 37,983 | (2,444 | ) | 35,539 | (25,014 | ) | 3,103 | (21,911 | ) | |||||||||
| Fair value adjustment of investment properties | (61,868 | ) | (14,663 | ) | (76,531 | ) | (368,791 | ) | 11,717 | (357,074 | ) | |||||||
| Loss on internalization of Vital Trust | (51,595 | ) | 2,742 | (48,853 | ) | — | — | — | ||||||||||
| Net loss on disposals of assets | (6,614 | ) | 987 | (5,627 | ) | (34,670 | ) | 1,257 | (33,413 | ) | ||||||||
| Fair value adjustment of unit-based compensation liabilities | (1,066 | ) | — | (1,066 | ) | 3,687 | — | 3,687 | ||||||||||
| Income (loss) before taxes | 27,282 | (50,667 | ) | (23,385 | ) | (369,713 | ) | 18,320 | (351,393 | ) | ||||||||
| Current income tax (expense) recovery | (13,427 | ) | 6,074 | (7,353 | ) | (21,143 | ) | 9,654 | (11,489 | ) | ||||||||
| Deferred income tax (expense) recovery | 7,366 | (29,480 | ) | (22,114 | ) | 70,652 | (7,527 | ) | 63,125 | |||||||||
| Income tax (expense) recovery | (6,061 | ) | (23,406 | ) | (29,467 | ) | 49,509 | 2,127 | 51,636 | |||||||||
| Net income (loss) | $ | 21,221 | $ | (74,073 | ) | $ | (52,852 | ) | $ | (320,204 | ) | $ | 20,447 | $ | (299,757 | ) | ||
| Less: non-controlling interests | 74,073 | (74,073 | ) | — | (20,447 | ) | 20,447 | — | ||||||||||
| Net income (loss) attributable to unitholders | $ | (52,852 | ) | $ | — | $ | (52,852 | ) | $ | (299,757 | ) | $ | — | $ | (299,757 | ) | ||
The following table reconciles same property net operating income (SPNOI) to net operating income for the periods ended as indicated:
| Three months ended December 31, | Year ended December 31, | |||||||||||||||||||||||
| 2025 | 2024 | Var $ | Var % | 2025 | 2024 | Var $ | Var % | |||||||||||||||||
| Same property NOI (1) | ||||||||||||||||||||||||
| North America | $ | 20,359 | $ | 20,299 | $ | 60 | 0.3% | $ | 80,269 | $ | 79,258 | $ | 1,011 | 1.3% | ||||||||||
| Brazil | 14,933 | 14,271 | 662 | 4.6% | 57,133 | 54,598 | 2,535 | 4.6% | ||||||||||||||||
| Europe | 12,396 | 11,949 | 447 | 3.7% | 47,540 | 45,900 | 1,640 | 3.6% | ||||||||||||||||
| Australasia | 17,301 | 16,572 | 729 | 4.4% | 68,132 | 65,657 | 2,475 | 3.8% | ||||||||||||||||
| Same property NOI (1) | $ | 64,989 | $ | 63,091 | $ | 1,898 | 3.0% | $ | 253,074 | $ | 245,413 | $ | 7,661 | 3.1% | ||||||||||
| Impact of foreign currency translation | — | (1,815 | ) | 1,815 | — | (4,062 | ) | 4,062 | ||||||||||||||||
| Straight-line rental revenue recognition | 640 | (99 | ) | 739 | 3,317 | 2,691 | 626 | |||||||||||||||||
| Lease termination income | — | — | — | 110 | 104 | 6 | ||||||||||||||||||
| Other transactions | 722 | 440 | 282 | 1,383 | 12 | 1,371 | ||||||||||||||||||
| Developments | 298 | 125 | 173 | 2,400 | 849 | 1,551 | ||||||||||||||||||
| Dispositions | 465 | 3,473 | (3,008 | ) | 4,448 | 55,920 | (51,472 | ) | ||||||||||||||||
| NOI | $ | 67,114 | $ | 65,215 | $ | 1,899 | 2.9% | $ | 264,732 | $ | 300,927 | $ | (36,195 | ) | (12.0)% | |||||||||
(1) Same property NOI is a non-IFRS measure, defined and discussed in the REIT's MD&A.
The following table reconciles net income (loss) attributable to unitholders, as determined in accordance with IFRS, to Funds from Operations for the periods ended as indicated:
| ($ thousands except where otherwise indicated) | Three Months | Year Ended | |||||||||||||||||
| 2025 | 2024 | $ Change | 2025 | 2024 | $ Change | ||||||||||||||
| Net income (loss) attributable to unitholders | $ | (94,087 | ) | $ | 8,465 | $ | (102,552 | ) | $ | (52,852 | ) | $ | (299,757 | ) | $ | 246,905 | |||
| Add / (Deduct): | |||||||||||||||||||
| Fair value adjustment of convertible debentures | (195 | ) | 238 | (433 | ) | 17,346 | 36,109 | (18,763 | ) | ||||||||||
| Fair value adjustment of Exchangeable Units | — | — | — | — | 205 | (205 | ) | ||||||||||||
| Fair value adjustment of financial instruments | (5,173 | ) | 16,715 | (21,888 | ) | (35,539 | ) | 21,911 | (57,450 | ) | |||||||||
| Fair value adjustment of investment properties | 57,930 | 13,733 | 44,197 | 76,781 | 357,155 | (280,374 | ) | ||||||||||||
| Fair value adjustment of unit-based compensation liabilities | (196 | ) | (4,167 | ) | 3,971 | 1,066 | (3,687 | ) | 4,753 | ||||||||||
| Premiums on derivative financial instruments | — | — | — | — | 6,725 | (6,725 | ) | ||||||||||||
| Accretion of financial liabilities | 2,031 | 1,876 | 155 | 6,817 | 7,245 | (428 | ) | ||||||||||||
| Unrealized foreign exchange loss (gain) | (964 | ) | (21,825 | ) | 20,861 | (6,817 | ) | (33,258 | ) | 26,441 | |||||||||
| Deferred tax expense (recovery) | 16,655 | 1,414 | 15,241 | 22,115 | (63,125 | ) | 85,240 | ||||||||||||
| Transaction costs | 3,475 | 3,064 | 411 | 18,492 | 15,105 | 3,387 | |||||||||||||
| Net loss on disposal of assets | 169 | 3,189 | (3,020 | ) | 5,328 | 33,995 | (28,667 | ) | |||||||||||
| Loss on internalization of Vital Trust | 48,853 | — | 48,853 | 48,853 | — | 48,853 | |||||||||||||
| Convertible debenture issuance costs | — | — | — | — | 27 | (27 | ) | ||||||||||||
| Internal leasing costs | 438 | 300 | 138 | 1,803 | 1,263 | 540 | |||||||||||||
| Property taxes accounted for under IFRIC 21 | (8 | ) | 47 | (55 | ) | — | — | — | |||||||||||
| Net adjustment for lease liabilities | (79 | ) | 4 | (83 | ) | (33 | ) | (435 | ) | 402 | |||||||||
| Employee termination benefits and related expenses | 1,570 | — | 1,570 | 5,263 | 3,807 | 1,456 | |||||||||||||
| Finance cost - Exchangeable Unit distributions | — | — | — | — | (63 | ) | 63 | ||||||||||||
| Financing and investment-related costs | — | 176 | (176 | ) | 15 | 3,274 | (3,259 | ) | |||||||||||
| G&A expenses related to strategic tenant inducements and charitable pledge | 202 | 445 | (243 | ) | 796 | 2,375 | (1,579 | ) | |||||||||||
| Funds from Operations(2) | $ | 30,621 | $ | 23,674 | $ | 6,947 | $ | 109,434 | $ | 88,871 | $ | 20,563 | |||||||
| FFO(2) per Unit - Diluted | $ | 0.12 | $ | 0.10 | $ | 0.02 | $ | 0.44 | $ | 0.36 | $ | 0.08 | |||||||
| Weighted average number of units outstanding | |||||||||||||||||||
| Diluted | 251,081,454 | 248,641,782 | 2,439,672 | 250,235,026 | 247,663,589 | 2,571,437 | |||||||||||||
The following table reconciles Funds from Operations to Adjusted Funds from Operations for the periods ended as indicated:
| ($ thousands except where otherwise indicated) | Three Months | Year Ended | ||||||||||||||||
| 2025 | 2024 | $ Change | 2025 | 2024 | $ Change | |||||||||||||
| Funds from Operations(2) | $ | 30,621 | $ | 23,674 | $ | 6,947 | $ | 109,434 | $ | 88,871 | $ | 20,563 | ||||||
| Add / (Deduct): | ||||||||||||||||||
| Amortization of transactional deferred financing charges | — | 271 | (271 | ) | 3,350 | 15,405 | (12,055 | ) | ||||||||||
| Unit-based compensation expense | 2,624 | 2,102 | 522 | 8,333 | 4,463 | 3,870 | ||||||||||||
| Straight-line rental revenue | (579 | ) | 859 | (1,438 | ) | (3,252 | ) | (1,257 | ) | (1,995 | ) | |||||||
| Leasing costs and non-recoverable maintenance capital expenditures | (3,164 | ) | (2,625 | ) | (539 | ) | (12,284 | ) | (11,833 | ) | (451 | ) | ||||||
| Adjusted Funds from Operations(2) | $ | 29,502 | $ | 24,281 | $ | 5,221 | $ | 105,581 | $ | 95,649 | $ | 9,932 | ||||||
| AFFO(2) per Unit - Basic | $ | 0.12 | $ | 0.10 | $ | 0.02 | $ | 0.42 | $ | 0.39 | $ | 0.03 | ||||||
| AFFO(2) per Unit - Diluted | $ | 0.12 | $ | 0.10 | $ | 0.02 | $ | 0.42 | $ | 0.39 | $ | 0.03 | ||||||
| Distributions per Unit | $ | 0.09 | $ | 0.09 | $ | — | $ | 0.36 | $ | 0.36 | $ | — | ||||||
| Weighted average number of units outstanding | ||||||||||||||||||
| Basic | 249,992,670 | 247,493,809 | 2,498,861 | 249,160,422 | 246,438,793 | 2,721,629 | ||||||||||||
| Diluted | 251,081,454 | 248,641,782 | 2,439,672 | 250,235,026 | 247,663,589 | 2,571,437 | ||||||||||||
Management's Discussion and Analysis and Consolidated Financial Statements and Notes
Information appearing in this news release is a select summary of results. This news release should be read in conjunction with the Northwest Healthcare Properties REIT Annual Report to Unitholders, which includes the audited consolidated financial statements and MD&A for the REIT, and is available at www.nwhreit.com and on SEDAR+ at www.sedarplus.ca.
Corporate Presentation
Download the Company's Updated Corporate Presentation:
https://www.nwhreit.com/investors/unitholders/presentations
Q4 2025 Results Conference Call
The REIT will be hosting its Q4 2025 conference call on Wednesday, February 25, 2026 at 10:00 a.m. ET. The dial-in numbers for the conference call are as follows:
North America (toll free): 1-833-752-3625
Overseas or local (Toronto): 1-647-846-8435
Link to audio webcast: https://www.gowebcasting.com/14579
A replay will be available until March 4, 2026, by accessing:
US/Canada (toll free): 1-855-669-9658
International: 1-412-317-0088
Replay Access Code: 4156353
About Northwest
Northwest provides investors with access to a portfolio of high-quality international healthcare real estate infrastructure comprised as at February 24, 2026, of interests in a diversified portfolio of 133 income-producing properties and 13.0 million square feet of gross leasable area located throughout major markets in North America, Australia, Brazil and Europe. The REIT's portfolio of outpatient, inpatient, and other health research facilities is characterized by long-term indexed leases and stable occupancies. Northwest leverages its global workforce in seven countries to serve as a long-term real estate partner to leading healthcare operators. For additional information please visit: www.nwhreit.com.
Contacts
Zach Vaughan, CEO, zach.vaughan@nwhreit.com
Stephanie Karamarkovic, CFO, Stephanie.Karamarkovic@nwhreit.com
Alyssa Barry, Investor Relations, alyssa.barry@nwhreit.com, investors@nwhreit.com, (416) 601-3220
Forward-Looking Statements
This press release may contain forward-looking statements with respect to the REIT, its operations, strategy, financial performance and condition. These statements can generally be identified by words such as "may", "will", "expect", "estimate", "anticipate", "intends", "believe", or "continue" or the negative thereof or similar variations.
Forward-looking statements in this press release include statements concerning driving long-term unitholder value, the receiver-led sale process for HSO, the ongoing operation of HSO's hospitals, future debt repayment and renewal, the use of proceeds from the Vital Trust internalization, the REIT's relationship with (and ownership interest in) Vital Trust going forward, the REIT's planned sale of its European portfolio, including the completion and use of proceeds therefrom, the REIT's planned Canadian development and acquisition, the REIT's proposed name change and the REIT's commitment to continue pursuing asset sales, simplifying the business, reducing costs, and strengthening its balance sheet.
The REIT's actual results and performance discussed herein could differ materially from those expressed or implied by such statements. The forward-looking statements contained in this press release are based on numerous assumptions which may prove incorrect, and which could cause actual results or events to differ materially from the forward-looking statements. These include assumptions relating to the REIT's properties continuing to perform as they have recently, various general economic and market factors, including exchange rates remaining constant, local real estate conditions remaining strong, and interest rates remaining at current levels or decreasing, the availability of equity and debt financing to the REIT and the REIT's ability to refinance, or extend the maturity of, its existing debt, the continued operation of HSO's hospitals, and the REIT's ability to successfully complete its planned dispositions, developments and acquisitions on the terms proposed. Such forward-looking statements are also qualified in their entirety by the inherent risks and uncertainties surrounding future expectations, including the risk that the transactions contemplated herein are not completed on the terms proposed or at all, and the risks described under the heading "Risk Factors" in the REIT's Annual Information Form and the risks and uncertainties set out in the MD&A, which are available on SEDAR+ at www.sedarplus.ca.
Unless otherwise stated, all forward-looking statements speak only as of the date of this press release, and, except as expressly required by applicable law, the REIT assumes no obligation to update such statements.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285100
