Table of Contents
If you invested in National Healthcare Properties (formerly Healthcare Trust Inc.) and suffered significant losses, we can help. Our securities attorneys have recovered hundreds of millions for investors like you. Call Haselkorn & Thibaut at 1-888-885-7162 for a free, confidential consultation. No recovery, no fee.
National Healthcare Properties Inc. (Nasdaq: NHP) priced its IPO at $12 per share on April 22, 2026 — 88% below the split-adjusted price you originally paid. As former Wall Street defense attorneys, we know exactly how firms like AR Global structured these nontraded REITs, and we know where they are vulnerable.
The $12 offering price fell below the company’s own $13–$16 marketed range and its board-approved net asset value (NAV) of $32.15 per share as of December 31, 2024. You deserve answers — and you may deserve recovery.
Key takeaways
- NHP priced its IPO at $12/share, below the $13–$16 range and 63% below the board-approved NAV of $32.15
- Original investors face an 88% loss — the nontraded REIT was sold at $25/share in 2012, equivalent to $100 post-reverse split
- Legacy shareholders are locked out until October 19, 2026 — you cannot sell on Nasdaq for 180 days after the IPO
- The company paid $98.2 million in management termination fees to AR Global and affiliates during internalization
- FINRA (Financial Industry Regulatory Authority) arbitration may provide a path to recovery for investors who received unsuitable recommendations or misleading information
National Healthcare Properties: from nontraded REIT to public IPO
National Healthcare Properties began in 2012 as Healthcare Trust Inc., a nontraded REIT sponsored by AR Global (formerly American Realty Capital). Like many nontraded REITs, it was distributed through broker-dealer networks to retail investors — often retirees like you who were seeking income and stability.
The REIT accumulated a portfolio of senior housing communities and outpatient medical facilities across 29 states. In October 2024, the company completed an internalization transaction, paying $98.2 million in termination fees to AR Global and affiliates. It rebranded as National Healthcare Properties and began preparing for a public listing.
The portfolio today
| Asset type | Count | Details |
|---|---|---|
| Senior housing communities | 37 | 3,615 units, all under RIDEA structures |
| Outpatient medical facilities | 130 | ~3.7 million sq ft GLA |
| States | 29 | Nationwide footprint |
The entire senior housing portfolio operates under RIDEA structures — not traditional net leases. This means NHP shares operating risk with property operators, a model shared by only one other publicly traded healthcare REIT (Janus Living). A pending letter of intent (LOI) to sell the outpatient medical portfolio for $528 million would further concentrate the company’s exposure to senior housing.
The 88% loss: how we got here
You paid $25 per share in 2012 for Healthcare Trust Inc. In September 2024, the company executed a 4-for-1 reverse stock split, making the split-adjusted original cost $100 per share.
| Metric | Value | How we know |
|---|---|---|
| Original offering price (2012) | $25/share | Public filings |
| Split-adjusted original cost | $100/share | 4-for-1 reverse split (Sept 2024) |
| Board-approved NAV (Dec 31, 2024) | $32.15/share | Company board valuation |
| IPO price (April 22, 2026) | $12/share | S-11 filing |
| Loss from original cost | 88% | Split-adjusted calculation |
| Loss from board NAV | 63% | $12 vs. $32.15 |
The IPO priced $1 below the bottom of the company’s own $13–$16 marketed range. This signals that underwriters struggled to generate demand at even the low end of expectations. The stock opened at $11.56 and closed flat at $12.00. After-hours trading showed further weakness at $11.87.
The lockup trap: you cannot sell until October 2026
Here is what may concern you most: legacy nontraded REIT shares cannot be listed or traded on Nasdaq until they convert to Class A shares, expected on or about October 19, 2026 — 180 days after pricing.
If you held shares for over a decade, watched the NAV decline, endured a reverse split, and now face the IPO price — you face six more months of illiquidity. You cannot sell at $12. You cannot sell at any price on the open market. You can only wait.
We believe that is unacceptable — and FINRA arbitration may provide a way forward.
Red flags we see in the NHP IPO
Below-range pricing signals weak demand
Pricing below the bottom of the marketed range is a significant red flag. It indicates institutional buyers were unwilling to pay even the minimum the company expected. When underwriters Wells Fargo, Morgan Stanley, and BMO Capital Markets could not generate enough interest at $13, the $12 price reflects discounted demand — not discounted value.
Management termination fees came from your investment
The company paid $98.2 million in termination fees to AR Global and affiliates during the October 2024 internalization. This money came from the same pool of investor capital that funded the REIT’s operations. You effectively subsidized AR Global’s exit — and received an IPO price of $12 in return.
The reverse split masked the true trajectory
The 4-for-1 reverse split in September 2024 reduced the share count but did not change the underlying value. If you originally purchased 400 shares at $25 each, you now hold 100 shares worth the same $100 total at the pre-split value — but now priced at $12 each instead of $48. The reverse split made the post-IPO price appear more reasonable while obscuring the magnitude of your losses.
Net losses continue
National Healthcare Properties reported a net loss of $71.1 million attributable to common stockholders for fiscal year 2025. The company is not yet profitable as it transitions away from the externally managed nontraded REIT model.
Pending asset sale adds uncertainty
A non-binding LOI signed in April 2026 proposes selling the outpatient medical facility portfolio for $528 million. If completed, this would concentrate the company’s revenue in senior housing — a sector with well-documented operational risk under RIDEA structures.
What is a nontraded REIT?
A nontraded REIT (real estate investment trust) is a security that invests in real estate but does not trade on a public stock exchange. You purchased shares directly from the REIT or through a broker-dealer. Key characteristics include:
- Limited liquidity — you typically cannot sell shares for 7–10 years
- High fees — nontraded REITs often charge upfront fees of 10–15%, reducing your effective investment from Day 1
- NAV uncertainty — the REIT’s board sets its own value estimate, which may not reflect what shares would actually fetch on the open market
- Reverse splits — many nontraded REITs execute reverse splits before listing to make the share price look reasonable, obscuring the true loss to original investors
NHP fits this pattern precisely. Sold at $25/share, reverse-split 4-for-1, and now listed at $12 — which equals $3 on a pre-split basis, an 88% decline from the original offering price.
The American Healthcare REIT comparison: a possible recovery path
NHP is not the first nontraded healthcare REIT to go public at a steep discount. American Healthcare REIT (NYSE: AHR) followed a similar trajectory:
| Metric | American Healthcare REIT (AHR) | National Healthcare Properties (NHP) |
|---|---|---|
| IPO price | $12 | $12 |
| NAV at IPO | $31.40 | $32.15 |
| Discount to NAV | 62% | 63% |
| Discount to original cost | 70% | 88% |
| Stock at lockup expiry | $15.67 | TBD (Oct 2026) |
| Subsequent high | $54.67 | TBD |
| Current price | $47.76 | $12.00 |
AHR’s stock recovered beyond the original split-adjusted cost — but this outcome is not guaranteed for NHP. The comparison itself reveals the risk. AHR’s recovery required sustained investor confidence and favorable sector conditions. NHP faces the same lockup period, a larger loss from original cost, and an active portfolio transition still in progress.
Were you sold an unsuitable investment?
If your broker or financial advisor recommended Healthcare Trust Inc. (now National Healthcare Properties) as a nontraded REIT, you may have grounds for recovery if any of the following apply:
- Unsuitable recommendation — The investment was inappropriate for your risk tolerance, time horizon, income needs, or overall portfolio concentration
- Misrepresentation or omissions — Your advisor failed to disclose the risks of nontraded REITs, the impact of high upfront fees, the likelihood of illiquidity, or the potential for reverse splits
- Failure to supervise — The broker-dealer firm did not adequately supervise the recommendation or monitor the position as losses mounted
- Breach of fiduciary duty — If your advisor acted as a fiduciary, recommending a product with 10–15% upfront fees and a decade of lockup may constitute a breach
- Concentration — If the REIT represented an excessive percentage of your portfolio, the recommendation may have been unsuitable regardless of the product’s individual merits
FINRA Rule 2111 requires brokers to recommend only investments that are suitable for each customer’s specific situation. Nontraded REITs — with their high fees, limited liquidity, and history of significant losses — are rarely suitable for retail investors seeking income and capital preservation.
Your legal options: recovery and next steps
You may pursue recovery through FINRA (Financial Industry Regulatory Authority) arbitration — the primary forum for securities disputes between investors and broker-dealers.
How FINRA arbitration works
- File a statement of claim describing the misconduct and losses
- Select arbitrators from a FINRA-approved panel
- Present evidence including account statements, suitability documents, and communications
- Receive an award — binding and enforceable, with limited grounds for appeal
Time limits matter
FINRA claims are subject to a six-year eligibility rule and state statutes of limitations that can range from 2–6 years. For investors who purchased shares in 2012–2018, the window for filing may be narrowing or closing. Delay risks waiving your right to recover.
How to research your broker
Before taking action, review your broker’s background:
- FINRA BrokerCheck — brokercheck.finra.org — shows registration status, employment history, and disclosure events
- SEC (Securities and Exchange Commission) Investment Adviser Public Disclosure — adviserinfo.sec.gov — shows advisory registrations and disciplinary history
- Check whether your broker or firm has prior complaints related to nontraded REIT recommendations
Frequently asked questions
What is the National Healthcare Properties IPO price?
NHP priced its IPO at $12 per share on April 22, 2026, below the marketed range of $13–$16 and 63% below the board-approved NAV of $32.15.
How much money did original NHP investors lose?
Original investors who purchased Healthcare Trust Inc. at $25/share (split-adjusted $100) face an 88% loss at the $12 IPO price. Investors measured against board-approved NAV of $32.15 face a 63% loss.
When can legacy NHP shareholders sell their stock?
Legacy nontraded REIT shares cannot be traded on Nasdaq until Class A share conversion, expected on or about October 19, 2026 — 180 days after the IPO pricing date.
Can I recover losses from my National Healthcare Properties investment?
You may be able to recover losses through FINRA (Financial Industry Regulatory Authority) arbitration if your broker made unsuitable recommendations, failed to disclose material risks, or concentrated your portfolio in nontraded REITs. We offer free case evaluations.
What is a nontraded REIT?
A nontraded REIT is a real estate investment trust that does not trade on a public exchange. You buy shares through broker-dealers, typically face 7–10 years of illiquidity, and often pay upfront fees of 10–15% that reduce your effective investment from the start.
Why did NHP price below its IPO range?
The $12 price — $1 below the bottom of the $13–$16 range — signals weak institutional demand. Underwriters Wells Fargo, Morgan Stanley, and BMO Capital Markets could not generate sufficient buyer interest at even the minimum expected price.
Why investors trust our firm
We are Haselkorn & Thibaut, P.A. — and we fight differently. Both of our partners spent decades defending the very financial institutions that now stand on the other side. We use that insider knowledge to aggressively fight for individual investors.
- 98% success rate across hundreds of investor claims
- 95+ years of combined securities law experience
- Over $520 million involved in securities matters
- Top 2% Martindale-Hubbell AV Preeminent rating — the highest peer-reviewed distinction
- Super Lawyers designated attorneys
- 5.0-star client reviews from investors we have represented
- No recovery, no fee — you pay nothing unless we recover money for you
- Offices in Florida, New York, Arizona, Texas, and North Carolina
Contact our team today
If you invested in National Healthcare Properties (formerly Healthcare Trust Inc.) and suffered losses, we can fight for your recovery. Our former Wall Street defense attorneys know exactly how these cases are built — and exactly how to dismantle them.
Call 1-888-885-7162 for a free, confidential consultation with an experienced securities attorney. You pay nothing unless we recover money for you.
- 98% success rate in FINRA arbitrations
- 95+ years of combined securities law experience
- Over $520 million involved in securities matters
- Former Wall Street defense attorneys fighting for you
- Offices in Florida, New York, Arizona, Texas, and North Carolina
- No recovery, no fee
Disclaimer: This article is based on publicly available information, including S-11 filings, company press releases, and news reports. Information is not guaranteed to be accurate or complete. This article discusses potential legal claims that involve allegations not yet proven in any forum. Reading this article does not create an attorney-client relationship. Investors should consult with a qualified securities attorney before taking any legal action.
