National Healthcare Properties (NHP) Lawsuits, Complaints & Investment Losses – 2026 Update
If you invested in National Healthcare Properties, Inc. (formerly Healthcare Trust Inc.) and suffered losses, you may have legal options. The White Law Group is investigating potential FINRA arbitration claims involving this non-traded healthcare REIT, focusing on whether brokerage firms made unsuitable recommendations, failed to disclose illiquidity risks, or misrepresented the investment to retail investors — many of whom were retirees seeking income and capital preservation. See: Hospitality Investors Trust Inc. (HIT REIT) Files Chapter 11 Bankruptcy
Despite a Nasdaq IPO in April 2026, original investors are still facing steep losses relative to what they paid — and a new mini-tender offer has raised fresh concerns about share value and liquidity.
Investment Losses? Contact us now for a free consultation!
MacKenzie Launches Mini-Tender Offer for NHP Shares at a 47% Discount
In June 2026, MacKenzie Capital Management LP launched an unsolicited mini-tender offer for up to 150,000 shares of NHP common stock — at just $7.27 per share. That price is approximately 47% below NHP’s most recent Nasdaq closing price of $13.78, and represents a fraction of the $25 per share that original investors paid (equivalent to $100 per share before the reverse stock split).
NHP’s board declined to make a recommendation on the offer, but did urge stockholders to consult their financial advisers and review the SEC’s investor alert on mini-tender offers. The SEC has previously warned that such offers are often used to “catch investors off guard.”
Importantly, MacKenzie’s offer targets NHP’s original unlisted common stock — not the Class A shares now trading on Nasdaq. Legacy shareholders cannot yet trade their shares on the open market. Those shares are set to automatically convert and become freely tradable on October 19, 2026.
MacKenzie’s own offer materials disclosed that between April and May 2026, shares of NHP common stock cleared at $8.41 to $11.41 per share through CTT Auctions — well above MacKenzie’s $7.27 offer price. MacKenzie acknowledged it made the offer “in view of making a profit” and did not retain an independent adviser to assess the fairness of its offer.
NHP noted that none of its directors, officers, or affiliates intend to tender their shares.
April 2026 IPO: Priced Below Expectations, Muted Debut
National Healthcare Properties completed its Nasdaq IPO on April 22, 2026, listing under the ticker symbol “NHP.” The company originally targeted a price range of $13.00–$16.00 per share, but ultimately priced at $12.00 — below its expected range — raising approximately $462 million.
The stock opened slightly lower at $11.56 on its first day and closed flat at the $12 offering price, reflecting muted investor demand.
For existing investors, the numbers tell a painful story:
- Original offering price: $25 per share (effectively $100 after the reverse stock split)
- Last reported NAV: $32.15 per share
- IPO price: $12 per share — a roughly 63% discount to NAV and approximately 88% below the adjusted original offering price
It’s also important to understand that IPO proceeds go to the company — not to existing shareholders. Legacy investors will need to wait until approximately October 19, 2026, before their shares are freely tradable. Until then, liquidity remains limited.
In many cases involving non-traded REITs, a public listing represents a transition event — not a recovery event.
The Problem with the Reverse Stock Split
Prior to the IPO, National Healthcare Properties executed a 4-for-1 reverse stock split — a move that reduced the number of shares investors held while simultaneously increasing the price per share by the same ratio. Reverse stock splits do not increase the value of an investment. They are often associated with:
- Financial stress
- Declining performance
- Attempts to mask or stabilize a falling share price
At the time of the reverse split, the company’s NAV had dropped to approximately $13 per share — far below the $25 original offering price. For many investors, this event coincided with continued erosion of secondary market value and limited options to exit the investment.
Portfolio Overview: What Does NHP Own?
As of December 31, 2025, National Healthcare Properties reported approximately $1.7 billion in total assets, including:
- 37 senior housing communities (3,615 units)
- 130 outpatient medical facilities (3.7 million square feet)
- Properties across 29 states
The company expanded in early 2026 with a $64 million acquisition of 13 senior living communities. NHP also operates under a RIDEA structure, meaning it directly participates in property-level operating income rather than relying on traditional lease income. While this can offer upside, it also introduces greater operational risk and income volatility — risks that may not have been clearly communicated to retail investors at the time of purchase.
Ongoing Risks for NHP Investors
Despite the IPO and public listing, investors in National Healthcare Properties continue to face significant risks:
- Shares remain illiquid for original investors until October 2026
- MacKenzie’s mini-tender offer highlights the gap between market value and original offering price
- Declining NAV relative to original purchase prices
- Uncertain distributions and income
- Exposure to operational risks through the RIDEA structure
- Post-listing price volatility
Why Investors Are Filing FINRA Arbitration Claims Against Their Brokers
The White Law Group is investigating claims that brokers and brokerage firms:
- Recommended NHP (formerly Healthcare Trust) as a safe, income-producing investment without disclosing the risks
- Failed to adequately disclose illiquidity and long holding periods
- Misrepresented the investment’s risk profile
- Recommended the REIT despite it being unsuitable for the investor’s financial situation — particularly for retirees or those with short investment horizons
If your broker recommended this investment without fully explaining that you could be locked in for years, that NAV could decline substantially, or that distributions were not guaranteed, you may have a claim.
Investment Losses? Contact us now for a free consultation!
How FINRA Arbitration Works — and Why It May Be Your Best Option
Investors who suffered losses in National Healthcare Properties may be able to recover through FINRA arbitration — a process designed to resolve disputes between investors and brokerage firms.
Compared to class action lawsuits, FINRA arbitration may offer:
- Faster resolution
- Higher individual recoveries
- A direct path to holding your broker or brokerage firm accountable
Most securities law firms, including The White Law Group, handle these cases on a contingency fee basis — meaning no upfront legal fees.
Frequently Asked Questions
Does the MacKenzie mini-tender offer mean I should sell my NHP shares?
Not necessarily. MacKenzie has disclosed it is making the offer to profit — meaning its $7.27 offer price is below what it believes the shares are worth. NHP’s board has declined to recommend the offer, and the company’s own data shows recent secondary market trades clearing between $8.41 and $11.41 per share. Investors should consult a financial adviser before making any decision. You should also be aware of the SEC’s warnings about mini-tender offers, which are sometimes designed to exploit investors seeking near-term liquidity.
Does the IPO mean I will recover my investment losses?
Not necessarily. The IPO priced at $12 per share — well below the original $25 offering price and significantly below the last reported NAV of $32.15. Original investors also cannot sell their shares until approximately October 2026. Market performance after that point is uncertain, and recovery to original purchase prices is far from guaranteed.
What is a reverse stock split and why is it a red flag for REIT investors?
A reverse stock split reduces the number of shares an investor holds while increasing the per-share price by the same ratio — it does not increase the overall value of the investment. For non-traded REIT investors, reverse splits are often associated with financial distress or declining performance. In the case of National Healthcare Properties, the reverse split occurred while NAV had already dropped well below the original $25 offering price, leaving many investors with significantly less value than they originally invested.
Contact The White Law Group — Free Consultation for NHP Investors
The White Law Group, LLC is a national securities fraud law firm with offices in Seattle and Chicago. We have handled 800+ FINRA arbitration cases on behalf of investors nationwide, including claims involving non-traded REITs, unsuitable investment recommendations, and broker misconduct.
If you invested in National Healthcare Properties (formerly Healthcare Trust Inc.) and suffered losses, we can review your case at no charge. Our firm handles securities arbitration cases on a contingency fee basis — you pay nothing unless we recover for you.
Call us at (888) 637-5510 or contact us online for a free, no-obligation consultation.
