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Get filing alertsNHC secures $525M credit facility to finance National Health Investors asset acquisition
Filed May 27, 2026 · Period ending May 27, 2026 · ~1 min read
Key Changes
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NHC entered into a $525M credit facility ($475M term loan, $50M revolver) to finance its acquisition of assets from National Health Investors, expected to close around July 1, 2026.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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The facility carries variable interest rates of Term SOFR + 1.25%-1.75% based on leverage ratio, initially set at Term SOFR + 1.50%, with five-year maturity.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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The $475M term loan requires quarterly principal payments of $5.9M starting after funding, with remaining balance due at maturity.
Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR → -
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The new facility replaces NHC's existing August 2024 credit agreement, which had no outstanding balance of $475.0 million as of March 31, 2026.
Item 1.02 — Termination of a Material Definitive Agreement verify on EDGAR →
Summary
National Healthcare Corp has secured a $525 million credit facility to finance its previously announced acquisition of assets from National Health Investors. The facility consists of a $475 million term loan that will be fully drawn at closing and a $50 million revolving credit line. The transaction is expected to close in Q3 2026, currently targeted for around July 1.
The financing carries leverage-based pricing with initial rates of Term SOFR + 1.50%, and the term loan requires modest quarterly amortization of $5.9 million with the bulk due at the five-year maturity. The new facility replaces NHC's existing 2024 credit agreement, which had no outstanding balance. For shareholders, this represents straightforward acquisition financing at market rates, with the key consideration being the strategic merits and integration of the National Health Investors assets being acquired.
Section-by-Section Diff
Event · Item 1.02 — Termination of a Material Definitive Agreement
NHC terminated a material definitive agreement, with details incorporated by reference from Item 1.01.
Added in current filing · verify on EDGAR →
The information set forth in Item 1.01 of this report is incorporated by reference into this Item 1.02 to the extent such information is responsive to the disclosure requirements of Item 1.02 of Current Report on Form 8-K.
NHC disclosed the termination of a material definitive agreement under Item 1.02. The filing incorporates details from Item 1.01 by reference, but Item 1.01 is not included in the provided text. Without access to Item 1.01, the specific agreement terminated, the reasons for termination, and the business impact cannot be determined from this excerpt alone.
Event · Item 1.01 — Entry into a Material Definitive Agreement
Item 1.01 — Entry into a Material Definitive Agreement filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
The Credit Agreement contemplates that NHC will draw down all $475.0 million under the Term Loan Facility on the Funding Date to finance in part the purchase price of the Transaction. NHC may also draw down all or part of the Revolving Facility on the Funding Date to finance a portion of the purchase price of the Transaction.
The credit facility will be used to finance NHC's acquisition of assets and real property from National Health Investors, Inc. pursuant to a Purchase and Sale Agreement dated April 21, 2026. NHC will draw the full $475 million term loan and may draw on the revolving facility to fund the purchase price. The transaction is expected to close in Q3 2026, currently anticipated around July 1, 2026.
Added in current filing · verify on EDGAR →
Borrowings under the Credit Agreement will bear interest, at NHC’s option, at a rate based on either Term SOFR (as defined in the Credit Agreement) or a base rate, in each case plus an applicable margin. The applicable margin will vary based on NHC’s consolidated leverage ratio and, based on the applicable pricing grid, will range from 1.25% to 1.75% per annum for Term SOFR borrowings and 0.25% to 0.75% per annum for base rate borrowings. The base rate is a variable daily interest rate set at the highest among: (1) the Federal Funds Rate plus 0.50%, (2) Bank of America’s publicly announced prime rate, or (3) Term SOFR plus 1.00%. In all cases, the base rate has a floor of 1.00%. The applicable rate as of the Funding Date and until the first business day following delivery of the compliance certificate for the fiscal quarter ending December 31, 2026 will be Term SOFR + 1.50% or base rate + 0.50%.
The credit facility carries variable interest rates based on NHC's leverage ratio. Term SOFR loans will carry margins of 1.25% to 1.75%, while base rate loans carry margins of 0.25% to 0.75%. Initially, the rate will be Term SOFR + 1.50% or base rate + 0.50% until after the December 31, 2026 compliance certificate is delivered.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
In addition, the Credit Agreement contemplates the termination of NHC’s existing credit facility under that Credit Agreement dated as of August 1, 2024 (the “Existing Credit Agreement”) among NHC, as borrower, certain of NHC’s subsidiaries, as guarantors, and Bank of America, and requires NHC to repay in full all amounts outstanding under the Existing Credit Agreement substantially simultaneously with the initial funding under the Credit Agreement. As of March 31, 2026, there were no amounts outstanding under the Existing Credit Agreement, and NHC does not currently expect any amounts to be outstanding under the Existing Credit Agreement as of the Funding Date.
The new credit facility will replace NHC's existing credit agreement dated August 1, 2024. The existing facility had no amounts outstanding as of March 31, 2026, and NHC expects it to remain undrawn at the time of the new facility's funding.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 8, 2026 · How we verify