CareTrust REIT, Inc.: completes acquisition of 24 U.K. care homes

What happened CareTrust REIT, Inc. reported that on Oct 1, 2026, through its subsidiary CareTrust UK Limited, it completed the acquisition of the entire issued share capital of care home property companies holding an aggregate of 23 completed care homes and one additional care home remaining subject to regulatory approval anticipated in Oct 2026, from LNT Care Developments Holdings Limited, pursuant to a Share Purchase Deed dated Sep 30, 2026. The filing also states that on Oct 2, 2026 the company issued a press release announcing these transactions.

The filing reports that, upon exercise of put and call options contemplated in the Purchase Agreement, the Purchaser intends to acquire the entire issued share capital of companies holding up to an additional 21 in-development care homes, with closings expected on a rolling basis through Dec 31, 2027. The purchase price for each Acquired Property is £24,000,000, for an initial aggregate purchase price of approximately £576,000,000 (or approximately $764,000,000) for the 24 Completed Properties and approximately £504,000,000 (or approximately $669,000,000) for the In-Development Properties, exclusive of transaction costs. The Acquired Properties are, or will be upon each applicable closing, leased to subsidiaries of Crystal Care Homes Holdco Limited under triple-net leases with fixed annual escalators and renewal options, with payment obligations guaranteed by LNT. The filing describes intended post-lease-up transactions, including acquisition of operating companies (Opcos) and a transition referred to as the SHOP Transition; Opco purchase prices will be a specified multiple of implied annualized mature EBITDA. The shareholders of LNT granted the Operating Partnership an option exercisable through Sep 2027 to acquire the entire issued share capital of LNT.

Key details

• Oct 1, 2026: completion of acquisition by CareTrust UK Limited; Purchase Agreement dated Sep 30, 2026.
• 24 Completed Properties (23 completed plus 1 pending regulatory approval anticipated in Oct 2026) and up to 21 In-Development Properties; in-development closings expected through Dec 31, 2027.
• Purchase price per property £24,000,000; aggregate approximately £576,000,000 (or approximately $764,000,000) for the 24 Completed Properties and approximately £504,000,000 (or approximately $669,000,000) for the In-Development Properties, exclusive of transaction costs.
• Properties leased to subsidiaries of Crystal Care Homes Holdco under triple-net leases, with lease payments guaranteed by LNT; Operating Partnership expects potential Opco acquisitions and SHOP Transition; option to acquire LNT exercisable through Sep 2027.

Why it may matter This Form 8-K reports Item 2.01 (completion of acquisition or disposition of assets) and Item 7.01 (Regulation FD disclosure via a press release). This filing does not show why the insider traded or why the company acted.