5/7/2026

speaker
Mark Decker
Chief Executive Officer

allocation decision. In the current environment, every dollar retained and deployed into growth investments has the potential to create more long-term value than every dollar distributed, all without relying on equity capital markets. Private market transactions continue to highlight our recycling opportunity.

speaker
Unknown
Executive (Management Presenter)

While Chiron's current share price implies 150 basis point arbitrage by prioritizing internal capital recycling and retain cash for existing shareholders.

speaker
Mark Decker
Chief Executive Officer

Next, I'd like to talk about Maywin Capital Partners $100 million strategic investment into Chiron as this transaction provides us growth capital and attractive price and more.

speaker
Unknown
Executive (Management Presenter)

Maywin's investment provides

speaker
Mark Decker
Chief Executive Officer

is expected to join Chiron's Board of Directors later this month. Charles brings nearly three decades of investing experience across listed real estate securities, with a career built around valuation discipline, underwriting rigor, and identifying opportunities that create alpha. As Chiron transitions from a historically passive net lease owner into a more active capital recycling and external growth platform, that perspective becomes increasingly valuable. The next chapter of value creation for Kyron will be determined by our ability to consistently allocate capital towards the highest risk adjusted opportunities across acquisitions, dispositions, development funding, and portfolio repositioning. We believe Charles' addition to the board strengthens that framework by adding an experienced shareholder lens. Charles knows this space well and shares our view that we can build something special. Best-in-class companies have demonstrated that superior long-term shareholder returns are created through active portfolio construction, and disciplined capital deployment. Chiron is building that capability. With Maywin as both capital partner and board-level strategic advisor, the company gains funding flexibility and an experienced external investor perspective. This also extends our ability to think like owners. On a fully diluted as converted basis, over 20% of our company's ownership is sitting around the board table. Between Maywind's capital commitment and dispositions subject to LOI, Tyron has approximately $300 million of capital sources to fund the roughly $425 million of identified investments. Because the $176 billion pinnacle closing is not anticipated until this fall, we do have some time to execute upon further outpatient medical sales to advance the portfolio transition. All this means Chiron has the assets, capital, and investment alignment necessary to pursue this transition with greater speed, rigor, and accountability to shareholder returns. And we're already moving fast, leading to a lot of progress in a very short period of time. I want to recognize the efforts of our team, board, partners, and counterparties in bringing these ideas into reality. Thank you all. I know you're listening. With that, I'll turn it over to Bob to provide an update on first quarter operating performance across the portfolio. Thanks, Mark.

speaker
Todd
Chief Financial Officer

The redefined FFO per share and unit was $0.97 for the quarter. Core FFO was $1.11 per share and unit. Net debt to adjusted EBITDA was 6.6 times for the quarter, a reduction of 0.4 times from the first quarter of last year. Same-store cash NOI, which includes all assets owned by Chiron for at least 15 months, increased 3.2% on a year-over-year basis. As we embark on the portfolio changes highlighted by Mark, we withdrew our 2026 earnings guidance. It is important to note this change wasn't due to any negative event, but was done to better focus on our portfolio transition and building long-term shareholder value. As it relates to items like our cash and non-cash T&A expenses, as well as our capital expenditures included in FAD, our full year expectations are in line with our previous communications. Mark, would you like to provide some closing thoughts?

speaker
Mark Decker
Chief Executive Officer

Thanks, Todd. These announcements represent the beginning of Chiron's repositioning. The work ahead now centers on disciplined execution, lease up performance, capital recycling, and continued sourcing of investments that further enhance our ability to create value. Finally, I'd like to thank Henry Cole and Ron Marston for their service as directors. They're both leaving the board at our upcoming election. Our team appreciates the creativity, wisdom, and care they brought to the boardroom, and we wish them the very best. And with that, operator, we'll take questions. Thank you.

speaker
Operator
Conference Call Operator

Thank you. Ladies and gentlemen, we will now begin the question and answer session. Should you have a question, please press the star followed by the one on your touch-tone phone. You will hear a prompt that your hand has been raised. Should you wish to decline from the polling process, please press star followed by the two. And if you are using a speakerphone, please lift the handset before pressing any keys. One moment, please, for your first question. And your first question comes from John Misasko from B. Reilly.

speaker
Unknown
Executive (Management Presenter)

Please go ahead. Apologies there. I was on mute. Good morning. Morning.

speaker
John Misasko
Analyst, B. Riley Securities

So maybe kind of going to the $450 million of investments, understanding, you know, capital recycling is part of this. You have the Maywind preferred investments. Is there anything else you kind of have out there or thoughts in mind to kind of bridge the funding gap maybe to fully kind of pay for those investments over time? I'm just kind of curious if everything is going to be kind of accounted for with some of your historical transaction activity, capital recycling in the Maywind funds.

speaker
Mark Decker
Chief Executive Officer

So just to make sure I understand the question you're saying, do we have the funds for the 425 we just announced, or are you asking about something in the future?

speaker
John Misasko
Analyst, B. Riley Securities

Yeah, just for the 425 announced.

speaker
Mark Decker
Chief Executive Officer

Yeah, so we have a couple hundred million under LOI. So we talked last quarter about the IRF-JV as well as the Christus asset in Beaumont, Texas. The IRFs are under LOI. They're not done yet. So that would be our most likely use of proceeds. The Christus ought to follow after that. And then between now and I'd say November 1 at the latest, we'll likely dispose of some other outpatient medical.

speaker
Unknown
Executive (Management Presenter)

And that would get you to leverage neutral proceeds. Okay.

speaker
John Misasko
Analyst, B. Riley Securities

And I guess kind of maybe, you know, going forward as you look to kind of grow the senior housing portfolio, Where do you kind of view Chiron's niche within that kind of investment universe? Are you going to be primarily focused on like early stage development type transactions? Just kind of curious how you kind of expect to play in the larger universe of senior housing, especially given how kind of competitive it can be with some of the larger REITs.

speaker
Mark Decker
Chief Executive Officer

Yeah, well, I think where you're least likely to find us competing is just in an auction. So I think the way we are trying to be valuable and interesting to operators and developers is by being thoughtful and creative and listening well and trying to help them find solutions. So if you're selling something and all you care about is cash, then it's really simple. It's just about who can pay the most and who can do it the fastest and who's the most certain. And I think in many instances, we can compete well on those dynamics, but if you add any other variable, you know, it starts to get complicated and you might be able to derive more value there, or you might just be able to, by caring about that fourth or fifth thing that the seller cares about, you might be able to do something that other people can't do. So it's super situational. I mean, what we've done here with Silverstone is, in my mind, spectacular, and we're going to try to do more of these, but these are hard to do. And if it's for sale, you just have to pay the most. We're trying not to just do that. We're trying to find ways where we can build relationships that are truly additive for both parties. So we're seeking win-wins. I think there's lots of room in the market for people that have capital, thoughtfulness, and are actually interested in a long-term relationship and a win-win. So We'll compete on that basis, and I think we'll win our fair share.

speaker
John Misasko
Analyst, B. Riley Securities

Okay. And then, given some of the M&A activity you talked about earlier in the call and just the overall kind of asset sales, I mean, is there a plan for additional kind of strategic dispositions of some of the historical assets? you know, as you look to kind of transition the portfolio more towards senior housing? I mean, would this be something you'd sell in a granular fashion, or would it be, would you look to kind of larger strategic transactions?

speaker
Mark Decker
Chief Executive Officer

Yes. Yeah, I mean, look, I'm not trying to be coy, but, you know, we know, I would say that we think of our outpatient medical as a strong performing store of value. And to the extent we can find things that we think drive higher and better, higher quality, better growing cash flows, we will trade out of them. And, you know, that's the arbitrage that exists. So I think, you know, in a perfect world, you know, a girl can dream, we actually get a cost of capital and we can externally grow like many of the other folks in our space, but we don't need that to effectuate a pretty powerful change in the portfolio. So, you know, we have rough and tough, a billion and a quarter of capital to play with, if you will.

speaker
Unknown
Executive (Management Presenter)

Okay. I'll hop back into you. Thank you very much. Thank you.

speaker
Operator
Conference Call Operator

Thank you. And your next question comes from Wes Galday from Baird. Please go ahead.

speaker
Wes Galday
Analyst, Robert W. Baird & Co.

Hey, good morning, everyone. Can you talk about how you see leverage going over the next, call it, year? And then what do you ultimately want to get to, understanding that these are stabilizing assets?

speaker
Mark Decker
Chief Executive Officer

Yeah. I'll take the last one first. The ultimate goal would be investment grade, you know, access to the bond market. We're too small for that. But from a metrics perspective, that's what we're after. So that way we always have a little bit of capacity. So specifically how that goes over the next 12 months really depends on what comes in front of us from an opportunity perspective.

speaker
Wes Galday
Analyst, Robert W. Baird & Co.

Okay. And then on the investment front, you had these unique opportunities that came your way. Do you still have a pipeline you're working on or do you want to digest these acquisitions for a little while and get the funding secured for these or do you keep going after it?

speaker
Mark Decker
Chief Executive Officer

I mean, both. Job one is get these closed, integrate them, execute on the plan that we've underwritten and are excited about. But we can do more than one thing at once. And so we'll also, I mean, listen, we're always looking. And I think there's lots of interesting things out there. And it's about finding good situations where we can sync up. So we're absolutely going to continue to do that. But first things first, we've got to do a good job. We don't get more stuff if you break the toys you have.

speaker
Unknown
Executive (Management Presenter)

Okay. Thanks for that.

speaker
Operator
Conference Call Operator

Thank you. And your last question comes from Gaurav Mehta from Allianz Global Partners. Please go ahead.

speaker
Gaurav Mehta
Analyst, Allianz Global Investors

Yeah, thank you. Good morning. I wanted to ask you on the pending acquisitions. It seems like the three of them are in D.C. metro area. Is that something by choice, or is that just an opportunity presented in that area?

speaker
Mark Decker
Chief Executive Officer

Uh, I mean, I would say that that's, uh, kind of a happy coincidence. I mean, it feels good. That's a, that's a home game for us. We're based here in DC. I'm from this area. So are many of the folks on our team. So, uh, but I wouldn't say, you know, that was because we said we have to do the first thing in Washington. It just, it worked out that way. And, uh, that probably may have helped us with more comfort with respect to specific sub markets and things like that. But, um,

speaker
Unknown
Executive (Management Presenter)

We can underwrite things anywhere. Okay.

speaker
Gaurav Mehta
Analyst, Allianz Global Investors

Second question on dispositions. Outside of $200 million of pending asset sales, I think you also list $125 million of maybe expected additional dispositions. Are those pending or those are just started dispositions that can happen in the future?

speaker
Unknown
Executive (Management Presenter)

Those are in the future. Okay.

speaker
Gaurav Mehta
Analyst, Allianz Global Investors

And then lastly, in the earnings deck, you point out your long-term earnings growth of 6%. When should we expect your portfolio to get to that sort of long-term growth rate?

speaker
Mark Decker
Chief Executive Officer

Honestly, it really, it kind of depends on what else comes up on the buy side and how we fund that. But, you know, I'd say our present trough is probably next quarter. And we probably start to stabilize, you know, in 27, 28.

speaker
Unknown
Executive (Management Presenter)

Okay. Understood. And as we put in our book, second half of 28. So. Okay. Understood. Thank you. Thank you.

speaker
Operator
Conference Call Operator

Thank you. Just as a reminder, if you wish to ask another question, just please press star one.

speaker
Unknown
Executive (Management Presenter)

At this time, there are no further questions.

speaker
Operator
Conference Call Operator

I will turn the conference back over to Mr. Mark Decker.

speaker
Mark Decker
Chief Executive Officer

Well, thanks, everybody. We appreciate the interest. And if you're going to be at BMO's conference next week, we'll hope to see you there. Otherwise, we'll see you maybe at NARED in New York. Thanks, everybody.

speaker
Operator
Conference Call Operator

Ladies and gentlemen, this does conclude your conference call for today. We thank you very much for your participation. You may now disconnect. Have a great day, everyone.

Disclaimer

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