8-K: Current report

Exhibit 99.1

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PRESS RELEASE – FOR IMMEDIATE RELEASE

OMEGA REPORTS FOURTH QUARTER AND FULL YEAR 2025 RESULTS

AND RECENT DEVELOPMENTS

Completed $334 Million in New Investments in Q4 2025

Issued $223 Million in Equity in Q4 2025

Repaid $1.27 Billion of Aggregate Debt in Q4 2025

Providing 2026 Adjusted FFO Guidance

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HUNT VALLEY, MARYLAND – February 4, 2026 – Omega Healthcare Investors, Inc. (NYSE: OHI) (the “Company” or “Omega”) announced today its results for the quarter and year ended December 31, 2025.  

FOURTH QUARTER 2025 AND RECENT HIGHLIGHTS

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FULL YEAR 2025 HIGHLIGHTS

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Nareit Funds From Operations (“Nareit FFO”), AFFO and FAD are supplemental non-GAAP financial measures the Company believes are useful in evaluating the performance of real estate investment trusts (“REITs”). Reconciliations and further information regarding these non-GAAP measures are provided at the end of this press release.

CEO COMMENTS

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Taylor Pickett, Omega’s Chief Executive Officer, stated, “We are pleased with our fourth quarter results, as we continued to grow FAD per share, while reducing leverage to the lowest level in the company’s history.”

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Mr. Pickett continued, “2025 represented a very strong year for the company, as we were able to accretively allocate $1.1 billion to new investments, enabling us to grow FAD per share by 8.4% to $2.96 from $2.73 in 2024.”

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Mr. Pickett concluded, “Importantly, the backdrop that allowed us to deliver strong shareholder returns in 2025 remains in place as we start 2026.  Operating metrics continue to be strong, with operator coverage further improving in the quarter. The pipeline is very active, and we have a strong balance sheet and cost of capital that should allow us to continue to accretively invest.”

FOURTH QUARTER 2025 PORTFOLIO AND RECENT ACTIVITY

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Operator Updates:

Genesis – As previously disclosed, Genesis Healthcare, Inc. (“Genesis”) filed for Chapter 11 bankruptcy protection on July 9, 2025. Since filing for bankruptcy, Genesis has made all required contractual rent and interest payments through January 2026. In the fourth quarter of 2025, the Company recorded rental income of $13.0 million for contractual rent payments received from Genesis, and interest income of $4.5 million, consisting of $0.3 million of cash interest related to adequate protection payments received and $4.2 million of paid-in-kind interest.

Maplewood – In the fourth quarter of 2025, Maplewood paid $18.9 million in rent (compared to $18.7 million in the third quarter of 2025).

New Investments:

The following table presents investment activity:

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$52 Million in Real Estate Acquisitions – In the fourth quarter of 2025, the Company acquired five facilities for aggregate consideration of $52.4 million, comprised of:

$16 Million in Real Estate Loans – In two fourth quarter transactions, the Company funded $15.8 million in two real estate loans. The loans have an interest rate of 10.0% with maturity dates in November 2030.  

$266 Million Investment in Unconsolidated Entities – In two fourth quarter transactions, the Company funded $266.2 million in investments in joint ventures (“JVs”), comprised of:

$93 Million OpCo Joint Venture – In January 2026 the Company acquired a 9.9% equity interest in Saber’s operating company for $92.6 million in cash consideration. Omega will receive minimum quarterly cash distributions equivalent to an annualized yield of 8% on its 9.9% investment.

$64 Million Real Estate Loan – In January 2026, the Company funded $0.7 million ($CAD $1.0 million) under a Canadian dollar denominated real estate loan, with maximum capacity of $63.9 million ($CAD 87.6 million), that was executed in December 2025. The proceeds of the loan will be utilized for the development of five long-term care facilities in Canada. The loan has an interest rate of 10.0% with a maturity date in December 2035. At Omega’s option, the loan is convertible into a 34.9% equity stake in the borrower.

$119 Million in Q1 2026 Real Estate Acquisitions – In the first quarter of 2026, the Company acquired 14 facilities for an aggregate contractual purchase price of $118.8 million, comprised of:

Asset Sales:

$19 Million in Asset Sales – In the fourth quarter of 2025, the Company sold four facilities for $18.7 million in cash, recognizing a gain of $6.1 million.

OPERATOR COVERAGE DATA

The following tables present operator revenue mix, census and coverage data based on information provided by the Company’s operators for the indicated periods. The Company has not independently verified this information and is providing this data for informational purposes only.

FINANCING ACTIVITIES

In 2025, the Company issued a combined 21.8 million Omega common shares/Omega OP Units for total proceeds/value of approximately $834.5 million. Below are the details of the breakout between Omega common shares and Omega OP Units.

Dividend Reinvestment and Common Stock Purchase Plan and ATM Program – The following is a summary of the 2025 quarterly Dividend Reinvestment and Common Stock Purchase Plan and ATM Program through December 31, 2025:

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OP Unit Issuance – In October 2025, the Company issued approximately 5.5 million Omega OP Units with a fair value of $222.4 million in exchange for a 49% equity ownership in the Saber JV discussed above.

$2.0 Billion ATM Program – On November 3, 2025, the Company terminated its existing $1.25 billion ATM Program and entered into a new $2.0 billion ATM Program.

$600 Million Note Repayment – On October 15, 2025, the Company repaid $600 million of 5.25% senior unsecured notes at par value.

$300 Million Delayed Draw Term Loan Facility – In November 2025, the Company drew the full commitment on its $300.0 million delayed draw unsecured term loan facility that matures in September 2028 (the “2028 Term Loan”).

£182.7 Million Secured Mortgage Loan Repayment – In November 2025, the Company repaid the remaining £182.7 million on its GBP denominated secured mortgage loan prior to its scheduled maturity using proceeds from the 2028 Term Loan.

$428.5 Million Term Loan Repayment – In December 2025, the Company repaid its $428.5 million term loan prior to its scheduled maturity using available cash, proceeds from its 2028 Term Loan with the balance funded on its $2.0 billion revolving credit facility.

BALANCE SHEET AND LIQUIDITY

As of December 31, 2025, the Company had $4.3 billion in outstanding indebtedness with a weighted average annual interest rate of 4.2%. The Company’s indebtedness consisted of an aggregate principal amount of $3.8 billion of senior unsecured notes, $242.0 million on its revolving credit facility, and $300.0 million on the 2028 Term Loan. As of December 31, 2025, total cash and cash equivalents were $27.0 million, and the Company had $1.8 billion in undrawn capacity under its unsecured revolving credit facility.

DIVIDENDS

On January 29, 2026, the Board of Directors declared a quarterly cash dividend of $0.67 per share, to be paid February 17, 2026, to common stockholders of record as of the close of business on February 9, 2026.

2026 GUIDANCE

The Company expects its 2026 Adjusted FFO to be between $3.15 and $3.25 per diluted share.

The guidance assumes:

The Company’s guidance is based on several assumptions including those noted above, which are subject to change and many of which are outside the Company’s control. However, it excludes any additional:

If actual results vary from these assumptions, the Company's expectations may change. Without limiting the generality of the foregoing, the timing of collection of rental obligations from operators on a cash basis and the timing and completion of acquisitions, divestitures, restructurings and capital and financing transactions may cause actual results to vary materially from the Company’s current expectations. There can be no assurance that the Company will achieve its projected results. The Company may, from time to time, update its publicly announced AFFO guidance, but it is not obligated to do so.

The Company does not provide a reconciliation for its AFFO guidance to GAAP net income because it is unable to determine meaningful or accurate estimates of reconciling items without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and/or amounts of various items that would impact future net income. This includes, but is not limited to, changes in the provision for credit losses, real estate impairments, acquisition, merger and transition related costs, straight-line write-offs, gain/loss on assets sold, etc. In particular, the Company is unable to predict with reasonable certainty the amount of change in the provision for credit losses in future periods, which is often a significant reconciling adjustment.

ADDITIONAL INFORMATION

Additional information regarding the Company can be found in its Fourth Quarter 2025 Financial Supplemental posted under “Financial Info” in the Investors section of Omega’s website. The information contained on, or that may be accessed through, Omega’s website, including the information contained in the aforementioned supplemental, is not incorporated by any reference into, and is not part of, this document.

CONFERENCE CALL

The Company will be conducting a conference call on Thursday, February 5, 2026, at 10 a.m. Eastern Time to review the Company’s 2025 fourth quarter results and current developments. Investors and other interested parties may access the conference call in the following ways:

Webcast replays of the call will be available on Omega’s website for approximately two weeks following the call.  Additionally, a copy of the earnings release will be available in the “Financial Information” section on the “Investors” page of Omega’s website.

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Omega is a real estate investment trust (“REIT”) that invests in the long-term healthcare industry, primarily in skilled nursing and assisted living facilities. Its portfolio of assets is operated by a diverse group of healthcare companies, predominantly in a triple-net lease structure. The assets span all regions within the U.S., as well as in the U.K.

FOR FURTHER INFORMATION, CONTACT

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Andrew Dorsey, VP, Corporate Strategy & Investor Relations

or

David Griffin, Sr. Director, Corporate Strategy & Investor Relations at (410) 427-1705

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Forward-Looking Statements and Cautionary Language

This press release includes forward-looking statements within the meaning of the federal securities laws. All statements regarding Omega’s or its tenants’, operators’, borrowers’ or managers’ expected future financial condition, results of operations, cash flows, funds from operations, dividends and dividend plans, financing opportunities and plans, capital markets transactions, business strategy, budgets, projected costs, operating metrics, capital expenditures, competitive positions, acquisitions, investment opportunities, dispositions, facility transitions, growth opportunities, expected lease income, continued qualification as a REIT, plans and objectives of management for future operations and statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will” and other similar expressions are forward-looking statements. These forward-looking statements are inherently uncertain, and actual results may differ from Omega's expectations.

Omega’s actual results may differ materially from those reflected in such forward-looking statements as a result of a variety of factors, including, among other things: (i) uncertainties relating to the business operations of the operators of Omega’s properties, including those relating to reimbursement by third-party payors, regulatory matters, occupancy levels and quality of care, including the management of infectious diseases; (ii) our operators’ ability to manage industry challenges, including staffing shortages, which may impact certain regions more acutely, increased costs, and the sufficiency of government reimbursement rates to offset such costs and the conditions related thereto; (iii) additional regulatory and other changes in the healthcare sector, including changes to Medicaid and Medicare reimbursements, the potential impact of recent changes to state Medicaid funding levels as well as state regulatory initiatives or minimum staffing requirements for skilled nursing facilities (“SNFs”) that may further exacerbate labor and occupancy challenges for Omega’s operators; (iv) the ability of any of Omega’s operators in bankruptcy to reject unexpired lease obligations, modify the terms of Omega’s mortgages and impede the ability of Omega to collect unpaid rent or interest during the pendency of a bankruptcy proceeding and retain security deposits for the debtor’s obligations, and other costs and uncertainties associated with operator bankruptcies; (v) changes in tax laws and regulations affecting REITs, including as the result of any federal or state policy changes driven by the current focus on capital providers to the healthcare industry; (vi) Omega’s ability to re-lease, otherwise transition or sell underperforming assets or assets held for sale on a timely basis and on terms that allow Omega to realize the carrying value of these assets or to redeploy the proceeds therefrom on favorable terms, including due to the potential impact of changes in the SNF and assisted living facility (“ALF”) markets or local real estate conditions; (vii) the availability and cost of capital to Omega; (viii) changes in Omega’s credit ratings and the ratings of its debt securities; (ix) competition in the financing of healthcare facilities; (x) competition in the long-term healthcare industry and shifts in the perception of various types of long-term care facilities, including SNFs and ALFs; (xi) changes in the financial position of Omega’s operators; (xii) the effect of economic, regulatory and market conditions generally, and particularly in the healthcare industry in the U.S. and in other jurisdictions where we conduct business, including the U.K.; (xiii) changes in interest rates and foreign currency exchange rates and the impact of inflation and changes in global tariffs and international trade disputes; (xiv) the timing, amount and yield of any additional investments; (xv) Omega’s ability to maintain its status as a REIT; (xvi) operational risks associated with our senior housing properties managed through structures authorized by the REIT Investment Diversification and Empowerment Act of 2007 (commonly referred to as “RIDEA”); (xvii) the use of, or inability to use, artificial intelligence by us, our operators, managers, vendors and investors; (xviii) the effect of other factors affecting our business or the businesses of Omega’s operators that are beyond Omega’s or operators’ control, including natural disasters, public health crises or pandemics, cyber threats and governmental action, particularly in the healthcare industry, and (xix) other factors identified in Omega’s filings with the Securities and Exchange Commission. Statements regarding future events and developments and Omega’s future performance, as well as management’s expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements.

We caution you that the foregoing list of important factors may not contain all the material factors that are important to you. Accordingly, readers should not place undue reliance on those statements. All forward-looking statements are based upon information available to us on the date of this release. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

OMEGA HEALTHCARE INVESTORS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts)

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OMEGA HEALTHCARE INVESTORS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

(in thousands, except per share amounts)

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OMEGA HEALTHCARE INVESTORS, INC.

Nareit FFO, Adjusted FFO and FAD Reconciliation

Unaudited

(in thousands, except per share amounts)

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Nareit Funds From Operations (“Nareit FFO”), Adjusted FFO and Funds Available for Distribution (“FAD”) are non-GAAP financial measures. As used in this press release, GAAP refers to generally accepted accounting principles in the United States of America. The Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures.

The Company calculates and reports Nareit FFO in accordance with the definition and interpretive guidelines issued by the National Association of Real Estate Investment Trusts (“Nareit”), and consequently, Nareit FFO is defined as net income (computed in accordance with GAAP), adjusted for the effects of asset dispositions and certain non-cash items, primarily depreciation and amortization and impairments on real estate assets, and after adjustments for unconsolidated partnerships and joint ventures and changes in the fair value of warrants. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect funds from operations on the same basis. Revenue recognized based on the application of security deposits and letters of credit or based on the ability to offset against other financial instruments is included within Nareit FFO. The Company believes that Nareit FFO, Adjusted FFO and FAD are important supplemental measures of its operating performance. Because the historical cost accounting convention used for real estate assets requires depreciation (except on land), such accounting presentation implies that the value of real estate assets diminishes predictably over time, while real estate values instead have historically risen or fallen with market conditions. The term funds from operations was designed by the real estate industry to address this issue. Funds from operations described herein is not necessarily comparable to funds from operations of other real estate investment trusts, or REITs, that do not use the same definition or implementation guidelines or interpret the standards differently from the Company.

Adjusted FFO is calculated as Nareit FFO excluding the impact of non-cash stock-based compensation and certain revenue and expense items (e.g., acquisition, merger and transition related costs, straight-line rent and other write-offs, recoveries and provisions for credit losses (excluding certain cash recoveries on impaired loans), severance expense and other normalizing items). FAD is calculated as Adjusted FFO less non-cash expense, such as the amortization of deferred financing costs, and non-cash revenue, such as straight-line rent. FAD includes the non-cash amortization of premiums associated with the fair value of debt assumed in acquisitions. The Company believes these measures provide an enhanced measure of the operating performance of the Company’s core portfolio as a REIT. The Company’s computation of Adjusted FFO and FAD may not be comparable to the Nareit definition of funds from operations or to similar measures reported by other REITs, but the Company believes that they are appropriate measures for this Company.

The Company uses these non-GAAP measures among the criteria to measure the operating performance of its business. The Company also uses FAD among the performance metrics for performance-based compensation of officers. The Company further believes that by excluding the effect of depreciation, amortization, impairments on real estate assets and gains or losses from sales of real estate, all of which are based on historical costs, and which may be of limited relevance in evaluating current performance, funds from operations can facilitate comparisons of operating performance between periods. The Company offers these measures to assist the users of its financial statements in analyzing its operating performance. These non-GAAP measures are not measures of financial performance under GAAP and should not be considered as measures of liquidity or cash flow, alternatives to net income or indicators of any other performance measure determined in accordance with GAAP. Investors and potential investors in the Company’s securities should not rely on these non-GAAP measures as substitutes for any GAAP measure, including net income.