8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  May 30, 2019

Healthcare Trust, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland	000-55201	38-3888962
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

405 Park Avenue, 3^rd Floor

New York, New York 10022

(Address, including zip code, of Principal Executive Offices)

Registrant's telephone number, including area code: (212) 415-6500

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act: None.

Title of each class:	Trading Symbol(s)	Name of each exchange on which registered:
N/A	N/A	N/A

Item 7.01. Regulation FD Disclosure

Investor Presentation and Transcript

Healthcare Trust, Inc. (the “Company”) prepared an investor presentation containing certain portfolio information and financial highlights. Representatives of the Company intend to present some of or all of this presentation to current investors and their financial advisors at various conferences and meetings, including webinars. A copy of the investor presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

On May 30, 2019, the Company hosted a conference call to discuss its financial and operating results for the quarter ended March 31, 2019. A transcript of the pre-recorded portion of the webcast is furnished as Exhibit 99.2 to this Current Report on Form 8-K. A copy of the presentation and replay of this webcast will be available on the company’s website at www.healthcaretrustinc.com in the news section.

Neither the investor presentation nor transcript shall be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Item 7.01, as well as Exhibit 99.1 and Exhibit 99.2, shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.

The statements in this Current Report on Form 8-K include statements regarding the intent, belief or current expectations of the Company and members of its management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as “may,” “will,” “seeks,” “strives,” “anticipates,” “believes,” “estimates,” “expects,” “plans,” “intends,” “should” or similar expressions. Actual results may differ materially from those contemplated by such forward-looking statements, including as a result of those factors set forth in the Risk Factors section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 filed on March 14, 2019 and all other filings with the Securities and Exchange Commission after that date, as such risks, uncertainties and other important factors may be updated from time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law. 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Investor Presentation
99.2	Transcript

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HEALTHCARE TRUST, INC.
Date: May 30, 2019	By:	/s/ Katie P. Kurtz
		Katie P. Kurtz Chief Financial Officer, Secretary and Treasurer

EX-99.1

Exhibit 99.1

HEALTHCARE TRUST, INC. 1 st Quarter 2019 Investor Presentation

2 2 Executive Summary » Healthcare Trust Inc . (“HTI” or the “Company”) has a $ 2 . 6 billion ( 1 ) healthcare real estate portfolio focused on two strong and healthy segments – Medical Office Buildings (“MOB”) and Senior Housing Operating Properties (“SHOP”) ▪ These two segments represent over 90 % of HTI’s net operating income ( 2 )( 3 ) » Medical Office continues to be a strong performer within the HTI portfolio, with predictable and stable rent payments along with contractual rent increases » The Company’s SHOP portfolio is being aggressively managed by our Advisor’s senior housing management team to enhance the value of this portfolio through : ▪ Successful transitions of select triple - net senior housing properties to an operational SHOP structure ▪ Monitoring and driving occupancy across the SHOP portfolio ▪ Replacement of underperforming operators ▪ Selective acquisitions and dispositions » HTI acquired three multi - tenant, triple net leased MOBs for a contract purchase price of approximately $ 30 million in Q 1 2019 » Additionally, the Company closed on the sale of five of the New York six MOBs for a contract sales price of $ 45 million in Q 1 2019 (1) Based on total real estate investments, at cost, assets held for sale at carrying value, net of gross market lease intangible li abilities. (2) NOI, or net operating income, is a non - GAAP measure. See page 10 of this presentation for a detailed reconciliation schedule of NOI. (3) Based on first quarter 2019 net operating income.

51% 42% 7% MOB SHOP NNN 3 PROPERTIES Medical Office Buildings 109 Senior Housing – Operating 58 Senior Housing – NNN 4 Post - Acute Care/Skilled Nursing 9 Hospitals 6 Land 2 Development 1 MOB Senior Housing – Operating Senior Housing – NNN (3) Post Acute/ Skilled Nursing (3) Hospitals (3) Percentage Leased 91.1% 84.4% 100.0% 100.0% 90.7% Weighted Avg. Remaining Lease Term 5.2 Years N/A 11.8 Years 9.1 Years 7.8 Years 189 Properties $2.6 Billion Invested 9.0 Million Rentable Square Feet (1) NOI, or net operating income, is a non - GAAP measure. See page 10 of this presentation for a detailed reconciliation schedule of NOI. (2) MOB – Medical Office Building; SHOP – Senior Housing Operating Property; NNN – Triple - Net Lease Property. (3) Revenues for our triple - net leased (“NNN”) healthcare facilities generally consist of fixed rental amounts (subject to annual co ntractual escalations) received from our tenants in accordance with the applicable lease terms and do not vary based on the underlying operating performance of the properties. 3 Portfolio Snapshot (as of March 31, 2019) NOI Split by Asset Type (1)(2) $36 million

4 Prior Credit Facility New Credit Facility Revolver $565 million $480 million Term Loan $ ⎻⎻ $150 million Total Commitments $565 million $630 million Maturity Date March 2019 March 2024 (1) Weighted - Average Effective Rate per annum (2) 4.62% 4.61% HTI continues to manage its capital structure and the Company successfully upsized and extended its corporate credit facility in March 2019 (1) Revolving portion of the New Credit Facility matures March 2023, subject to a one - year extension option, while the Term Loan por tion matures March 2024. (2) Rates as of the closing date of the New Credit Facility. Credit Facility Recast » In March 2019 , HTI amended and restated the Prior Credit Facility by entering into the New Credit Facility which features several improved terms including increased total commitments, extended maturity and a lower effective interest rate New Credit Facility • Increased total commitments to $ 630 million, representing a $ 65 million increase over the Prior Credit Facility • Extended the term to 2024 ( 1 ) • Introduced a $ 150 million Term Loan component

5 Debt Capitalization ($mm) MOB Loan $242 Multi - Property CMBS Loan $119 Other Mortgage Loans $101 Total Mortgage Debt $462 Fannie Mae Master Credit Facilities $359 New Credit Facility $234 Credit Facilities $593 Total Debt $1,055 Key Capitalization Metrics ($mm) Total Debt $1,055 Less: Cash and cash equivalents $64 Net Debt (1) $991 Gross Asset Value (2) $2,575 Net Debt / Gross Asset Value 38.5% Mortgage Debt ▪ The weighted - average interest rate of the total mortgage debt was 4 . 49 % as of March 31 , 2019 Credit Facilities ▪ The Fannie Mae Master Credit Facilities are made up of two facilities provided by KeyBank and Capital One, and the combined facility is secured by mortgages on 22 senior housing properties ▪ The New Credit Facility consists of two components, a revolving credit facility and a term loan which are secured by the interest in the entities that own the pledged pool of 65 properties as of March 31, 2019 ▪ As of March 31, 2019, the unused borrowing capacity under the revolving credit facility was $31.6 million ▪ The Credit Facilities’ weighted - average interest rate was 4.84% as of March 31, 2019 (1) Net Debt is defined as total gross debt minus cash and cash equivalents. Excludes $15 million of restricted cash as of March 31, 2019. (2) Gross Asset Value represents the total real estate investments, at cost, assets held for sale at carrying value, net of gross ma rket lease intangible liabilities. Capital Structure Overview (as of March 31, 2019)

Corporate Initiatives Deploy Additional Capital ▪ HTI will continue to focus on the sectors in healthcare that we find most attractive, particularly medical office and senior housing, and is actively pursuing the acquisition of high - quality properties in these sectors Actively Manage Assets to Optimize Profitability Management continues to actively manage the portfolio, which includes : ▪ Incremental leasing activity ▪ Transition select triple - net properties to an operational SHOP structure ▪ Replace underperforming managers ▪ Replace tenants for improved earnings and value Maintain Strong Balance Sheet HTI has a conservative leverage profile to support its real estate portfolio : ▪ Net leverage remains under 40 % ( 1 ) ▪ In March 2019 , HTI amended and restated its existing credit facility - Total commitments upsized to $ 630 million, a $ 65 million ( 2 ) increase - Loan maturity extended five years to 2024 , subject to Company’s one - year extension option on the revolver portion 6 (1) Based on net debt divided by gross asset value. See page 5 for additional details. (2) As of March 31, 2019, the unused borrowing capacity under the revolving portion of the New Credit Facility was $31.6 million.

Healthcare Market Overview 7 x Medical office fundamentals remain healthy . x Medical office remains an attractive sector with stable cap rates, minimal direct government reimbursement exposure and growing demand from tenants and investors . x Senior housing is expecting some growth in supply, however, acceleration in aging demographics should provide a strong tailwind to this segment along with all other Healthcare REIT sectors . x We remain cautious on skilled nursing facilities as many operators are facing difficulties with government reimbursements . x HTI continues to focus on local markets where supply/demand fundamentals are attractive .

Organizational Leadership Katie Kurtz Chief Financial Officer, Secretary, and Treasurer Ms . Kurtz currently serves as the Chief Financial Officer, Treasurer and Secretary of the Company . Ms . Kurtz is also Senior Vice President, Finance for AR Global Investments, LLC (“AR Global”), the parent of the Company’s sponsor . She is a certified public accountant in New York State, holds a B . S . in Accountancy and a B . A . in German from Wake Forest University and a Master of Science in Accountancy from Wake Forest University . Leslie D. Michelson Non - Executive Chairman, Audit Committee Chair Mr . Michelson has served as the chairman and chief executive officer of Private Health Management, a retainer - based primary care medical practice management company since April 2007 . Mr . Michelson served as Vice Chairman and Chief Executive Officer of the Prostate Cancer Foundation, the world’s largest private source of prostate cancer research funding, from April 2002 until December 2006 and served on its board of directors from January 2002 until April 2013 . David Ruggiero Vice President, Acquisitions Mr . Ruggiero currently serves as Vice President at the Company’s advisor with a primary focus on acquisitions . Mr . Ruggiero has over 20 years of commercial real estate experience and has advised on over $ 3 billion in healthcare real estate dispositions, acquisitions and financings . He earned an MS in Finance from Kellstadt Graduate School of Business at DePaul University and a BA from DePaul University . 8 Trent Taylor Vice President, Asset Management Mr . Taylor currently serves as Vice President at the Company’s advisor with a primary focus on asset management and leasing . Mr . Taylor has over 12 years of commercial real estate and development experience . He earned an MS in Real Estate from New York University and BA in Accounting & Finance from the University of Central Florida . Michael Weil Chief Executive Officer Mr . Weil was named Healthcare Trust Inc . ’s chief executive officer on August 23 , 2018 , which went into effect on September 12 , 2018 . He is a founding partner of AR Global, and has served as a leading executive and board member on several publicly - traded and non - traded real estate companies . Additionally, he previously served as the Senior VP of sales and leasing for American Financial Realty Trust . Mr . Weil also served as president of the Board of Directors of the Real Estate Investment Securities Association . John Rimbach President of Healthcare Facilities Mr . Rimbach brings a strong expertise in senior housing management which he established over a 30 - year career . For the last 10 years, Mr . Rimbach served as President/CEO and Founder of WESTLiving, LLC, where he provided overall leadership and strategic direction for this large senior housing portfolio . Prior to that, Mr . Rimbach served as COO of AF Evans Company Inc . from 1999 to 2008 , and was the Development Director of NCB Development Corporation from 1993 to 1999 .

Supplemental Information Share Repurchase Program (“SRP”) : ▪ Under the Company's SRP, as amended from time to time, qualifying stockholders are able to sell their shares to the Company i n l imited circumstances. The SRP permits investors to sell their shares back to the Company after they have held them for at least one yea r, subject to significant conditions and limitations. Repurchases of shares of the Company's common stock, when requested, are at the sole dis cretion of the Board. ▪ Under the SRP, subject to certain conditions, only repurchase requests made following the death or qualifying disability of s toc kholders that purchased shares of the Company's common stock or received their shares from the Company (directly or indirectly) through one or more non - cash transactions are considered for repurchase. Additionally, pursuant to the SRP, the repurchase price per share equals 10 0% of the Estimated Per - Share NAV in effect on the last day of the fiscal semester, or the six - month period ending June 30 or December 31. ▪ On March 13, 2018, the Company announced a tender offer (the "Tender Offer") to purchase up to 2.0 million shares of the Company ’s common stock for cash at a purchase price equal to $13.15 per share with the proration period and withdrawal rights expiring on April 12, 2018. On April 4, 2018 and April 16, 2018, the Tender Offer was amended to reduce the number of shares the Company was offering to purchase to 230,000 shares and extend the expiration date to May 1, 2018. The Tender Offer expired in accordance wit h its terms on May 1, 2018. During May 2018, in accordance with the terms of the Tender Offer, the Company accepted for purchase 22 9,9 99 shares for a total cost of approximately $3.0 million. ▪ The Company suspended the SRP during the pendency of the Tender Offer. On June 29, 2018, the Company announced the Board unanimously determined to reactivate the SRP, effective June 30, 2018. In connection with reactivating the SRP, the Board app rov ed all repurchase requests received during the period from January 1, 2018 through the suspension of the SRP on March 13, 2018. ▪ On January 29, 2019, the Company announced that the Board approved an amendment to the SRP changing the date on which any repurchases are to be made in respect of requests made during the period commencing March 13, 2018 up to and including Decemb er 31, 2018 to no later than March 31, 2019, rather than on or before the 31st day following December 31, 2018. This SRP amendment b eca me effective on January 30, 2019. Additionally, on March 27, 2019, the Company announced that the Board approved an amendment to th e SRP further extending the date on which any repurchases are to be made in respect of requests made during the period commencing M arc h 13, 2018 up to and including December 31, 2018 to no later than April 30, 2019. This SRP amendment became effective on March 28, 201 9. The Company completed the repurchases in April 2019. 9

Reconciliation of Non - GAAP Metrics: NOI 10 Net Operating Income (NOI) Reconciliation Schedule For the three months ended March 31, (In thousands) 2019 2018 Net loss attributable to stockholders (in accordance with GAAP) $ (5,111) $ (5,991) Impairment charges — 733 Operating fees to related parties 5,768 5,727 Acquisition and transaction related 18 173 General and administrative 6,298 3,652 Depreciation and amortization 20,685 20,769 Interest expense 13,943 11,157 Interest and other income (4) (3) Gain on sale of real estate investments (6,078) — Loss (gain) on non - designated derivative instruments 43 (178) Income tax expense 338 309 Net income (loss) attributable to non - controlling interests 19 (16) NOI $ 35,919 $ 36,332

Reconciliation of Segment NOI 11 Net Operating Income (NOI) Reconciliation Schedule Three Months Ended March 31, 2019 (In thousands) Medical Office Buildings Triple - Net Leased Healthcare Facilities Seniors Housing — Operating Properties Consolidated Revenue from tenants $ 25,257 $ 3,536 $ 59,925 $ 88,718 Property operating and maintenance 6,947 1,003 44,849 52,799 NOI $ 18,310 $ 2,533 $ 15,076 35,919 Operating fees to related parties (5,768 ) Acquisition and transaction related (18 ) General and administrative (6,298 ) Depreciation and amortization (20,685 ) Interest expense (13,943 ) Interest and other income 4 Loss on non - designated derivatives (43 ) Gain on sale of real estate investment 6,078 Income tax expense (338 ) Net income attributable to non - controlling interests (19 ) Net loss attributable to stockholders $ (5,111 ) Three Months Ended March 31, 2018 (In thousands) Medical Office Buildings Triple - Net Leased Healthcare Facilities Seniors Housing — Operating Properties Consolidated Revenue from tenants $ 23,989 $ 6,265 $ 59,184 $ 89,438 Property operating and maintenance 7,216 2,426 43,464 53,106 NOI $ 16,773 $ 3,839 $ 15,720 36,332 Impairment charges (733 ) Operating fees to related parties (5,727 ) Acquisition and transaction related (173 ) General and administrative (3,652 ) Depreciation and amortization (20,769 ) Interest expense (11,157 ) Interest and other income 3 Gain on non - designated derivative instruments 178 Income tax expense (309 ) Net loss attributable to non - controlling interests 16 Net loss attributable to stockholders $ (5,991 )

Important Information Risk Factors For a discussion of the risks which should be considered in connection with our company, see the section entitled “Risk Factors” in our most recent Annual Report on Form 10 - K filed with the SEC on March 14 , 2019 . Forward - Looking Statements This presentation may contain forward - looking statements . You can identify forward - looking statements by the use of forward looking terminology such as “believes,” “expects,” “may,” “will,” “would,” “could,” “should,” “seeks,” “intends,” “plans,” “projects,” “estimates,” “anticipates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases . Please review the end of this presentation and the Company’s Annual Report on Form 10 - K and Quarterly Reports on Form 10 - Q for a more complete list of risk factors, as well as a discussion of forward - looking statements . 12

Risk Factors Our potential risks and uncertainties are presented in the section titled “Item 1 A . Risk Factors” disclosed in our Annual Report on Form 10 - K for the year ended December 31 , 2018 and updated in our Quarterly Reports on Form 10 - Q from time to time . The following are some of the risks and uncertainties, although not all risks and uncertainties, that could cause our actual results to differ materially from those presented in our forward looking statements : • Certain of our executive officers and directors are also officers, managers, employees or holders of a direct or indirect controlling interest in Healthcare Trust Advisors, LLC (our "Advisor") and other entities affiliated with AR Global Investments, LLC (the successor business to AR Capital, LLC, "AR Global"), the parent of our sponsor . As a result, certain of our executive officers and directors, our Advisor and its affiliates face conflicts of interest, including significant conflicts created by our Advisor's compensation arrangements with us and other investment programs advised by affiliates of AR Global and conflicts in allocating time among these investment programs and us . These conflicts could result in unanticipated actions that adversely affect us . • Due to a dispute with the developer, we have funded excess development costs at our development property in Jupiter, Florida and have not yet received any rental income from the property . There can be no assurance as to when we will begin to generate cash from this investment, if at all . • Because investment opportunities that are suitable for us may also be suitable for other investment programs advised by affiliates of AR Global, our Advisor and its affiliates face conflicts of interest relating to the purchase of properties and other investments and such conflicts may not be resolved in our favor, meaning that we could invest in less attractive assets, which could reduce the investment return to our stockholders . • Although we intend to seek a listing of our shares of common stock on a national stock exchange when we believe market conditions are favorable to do so, there is no assurance that our shares of common stock will be listed . No public market currently exists, or may ever exist, for shares of our common stock and our shares are, and may continue to be, illiquid . • We focus on acquiring and owning a diversified portfolio of healthcare - related assets located in the United States and are subject to risks inherent in concentrating investments in the healthcare industry . • If our Advisor loses or is unable to obtain qualified personnel, our ability to continue to achieve our investment strategies could be delayed or hindered . • The healthcare industry is heavily regulated, and new laws or regulations, changes to existing laws or regulations, loss of licensure or failure to obtain licensure could result in the inability of tenants to make lease payments to us . • We are depending on our Advisor to select investments and conduct our operations . Adverse changes in the financial condition of our Advisor and its affiliates or our relationship with our Advisor could adversely affect us . • We are obligated to pay fees, which may be substantial, to our Advisor and its affiliates . 13

Risk Factors (Continued) • Our revenue is dependent upon the success and economic viability of our tenants, as well as our ability to collect rent from defaulting tenants, which has and may continue to adversely impact our results of operations, and replace them with new tenants, which we may not be able to do on a timely basis, or at all . • We may not be able to achieve our rental rate objectives on new and renewal leases and our expenses could be greater than we anticipate, which may impact our results of operations . • Increases in interest rates could increase the amount of our debt payments and limit our ability to pay distributions . • Provisions in our revolving credit facility (our "Revolving Credit Facility") and the related term loan facility (our "Term Loan"), which together comprise our senior secured credit facility (our "New Credit Facility"), currently restrict us from increasing the rate we pay distributions to our stockholders, and contains other restrictions that limit our ability to pay distributions in the future . There can be no assurance that we will be able to continue paying distributions at the current rate, or at all . • We have not generated, and in the future may not generate, operating cash flows sufficient to fund all of the distributions we pay to our stockholders, and, as such, we may be forced to fund distributions from other sources, including borrowings, which may not be available on favorable terms, or at all . • Any distributions, especially those not covered by our cash flows from operations, may reduce the amount of capital available for other purposes, including investment in properties and other permitted investments and may negatively impact the value of our stockholders' investment . • We are subject to risks associated with any dislocations or liquidity disruptions that may exist or occur in the credit markets of the United States from time to time . • We are subject to risks associated with changes in general economic, business and political conditions including the possibility of intensified international hostilities, acts of terrorism, and changes in conditions of United States or international lending, capital and financing markets . • We may fail to continue to qualify to be treated as a real estate investment trust for U . S . federal income tax purposes ("REIT"), which would result in higher taxes, may adversely affect our operations and would reduce the value of an investment in our common stock and the cash available for distributions . • The offering price and repurchase price for our shares under our distribution reinvestment plan ("DRIP") and our share repurchase program (as amended, the "SRP") may not, among other things, accurately reflect the value of our assets and may not represent what a stockholder may receive on a sale of the shares, what they may receive upon a liquidation of our assets and distribution of the net proceeds or what a third party may pay to acquire us . 14

HealthcareTrustInc.com ▪ For account information, including balances and the status of submitted paperwork, please call us at (866) 902 - 0063 ▪ Financial Advisors may view client accounts, statements and tax forms at www.dstvision.com ▪ Shareholders may access their accounts at www.ar - global.com

EX-99.2

Exhibit 99.2

Operator’s Opening Script:

Welcome to the First Quarter 2019 Healthcare Trust, Inc. webcast. All participants will be in listen-only mode.

Please note, this event is being recorded. Also note that certain statements and assumptions in this webcast presentation which are not historical facts will be forward-looking and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

These forward looking statements are subject to certain assumptions and risk factors which could cause the Company’s actual results to differ materially from these forward-looking statements. We refer all of you to our SEC filings including the Form 10-K filed for the year ended December 31, 2018 filed on March 14, 2019 and all other filings with the SEC after that date for a more detailed discussion of the risk factors that could cause these differences.

Also during today's call, we will discuss non-GAAP financial measures of Global Net Lease, Inc., or GNL, and Healthcare Trust, Inc., or HTI. Both REITs are advised by affiliates with our advisor and also make filings with the SEC. These measures should not be considered in isolation or as a substitute for financial results prepared in accordance with GAAP. The performance of these other entities should also not be used to predict the performance or business plan of HTI. Each company has provided a reconciliation of these measures to the most directly comparable GAAP measure as part of the most recent earnings release for GNL (available on GNL’s website at www.globalnetlease.com) and part of the 1st quarter 2019 investor presentation for HTI (available on HTI’s website at www.healthcaretrustinc.com).

You may submit questions during today’s webcast by typing them in the box in the lower right of the screen and a member of our investor relations group will follow-up to answer questions directly after the presentation. Also, please note that later today a copy of the presentation and replay of this webcast will be available on the company’s website at www.healthcaretrustinc.com.

I would now like to turn the call over to Michael Weil, Chief Executive Officer of AR Global. Please go ahead.

Opening Script

Hello everyone, this is Mike Weil, CEO of AR Global and Healthcare Trust, Inc. I would like to review a few updates about the AR Global platform before going through the 1^st quarter webinar materials for Healthcare Trust, Inc.

AR Global now manages two non-traded REITs and two publicly traded REITs, as we recently completed the planned liquidation process for Healthcare Trust III, Inc. Regarding Healthcare III, the second and final distribution of $2.29 per share was issued to shareholders on March 7, 2019. For our two operating non-traded REITs, New York City REIT and Healthcare Trust, Inc., we remain focused on readying each company for an eventual full-cycle liquidity event. Key initiatives for these REITs include executing upon additional lease-up opportunities to drive occupancy and earnings, to actively manage the capital structure through select financing transactions, and deploying all available capital to grow these portfolios.

American Finance Trust, one of our publicly traded REITs, listed its shares on the Nasdaq in July 2018. 100% of AFIN’s outstanding shares are now freely tradeable, as the final 25% of those outstanding shares became tradeable in January 2019. AFIN’s $3.6 billion portfolio consists of single-tenant and multi-tenant properties in the U.S. with a high concentration of service-retail assets. At the end of the first quarter, the company has expanded to 682 properties with an overall portfolio occupancy of nearly 94% and an average contractual rent growth of 1.3% per year. The weighted-average remaining lease term for the portfolio at the end of the year was 8.8 years.

Global Net lease, or GNL, is our other publicly traded REIT, and the REIT saw first quarter revenue increase 11% year-over-year to $75 million and first quarter AFFO increased year-over-year to $40 million. GNL finished the quarter very strong as the company closed on $35 million of properties and capital expenditures in the first quarter, at an average cap rate of 7.7% with 9.3 years weighted-average lease term. GNL continues to see buying opportunities in the market as it maintains a robust pipeline of high quality net-lease assets leased long-term to creditworthy tenants. GNL continues to have success in the capital markets, and it recently issued a gross amount of $153 million of additional common equity in January of 2019. Net proceeds were used to repay a portion of the amounts outstanding under the Revolving Credit Facility. Consistent with our intention to use these proceeds to fund acquisitions, we have and will continue to re-borrow portions of the amounts repaid under the Revolving Credit Facility as funding is needed.

The majority of HTI’s Net Operating Income is generated by two key segments, Medical Office Buildings and Senior Housing Operating Properties, and these segments account for over 90% of the REIT’s NOI. HTI plans to continue to identify and acquire new quality medical properties, while focusing on organic NOI growth within the existing portfolio through the implementation of new property operators and other asset management initiatives.

New York City REIT continues to improve occupancy at 9 Times Square and 123 William Street through its comprehensive lease-up plan. First Quarter 2019 occupancy for NYCR’s entire portfolio was 94.6%, an increase of approximately 7% from 88.0% at the end of the first quarter 2018. We believe this positive leasing momentum will lead to improved earnings for the REIT by increasing revenue from tenants and NOI. We will continue to monitor opportunities for a potential liquidity event as the portfolio continues on its upward trajectory.

I would like to thank you for joining us on today’s call, and now we will begin today’s presentation.

HTI Webinar Script

Slide 2: Executive Summary – (Mike Weil)

Healthcare Trust Inc. owns $2.6 billion of healthcare real estate focused on two strong and healthy sectors – Medical Office (“MOB”) and Seniors Housing Operating Properties (“SHOP”). These two segments represent over 90% of HTI’s net operating income. Medical Office continues to be a consistent performer within the HTI portfolio, with predictable and stable rent along with contractual rent increases.

The Company’s SHOP portfolio continues to benefit from operating improvements resulting from the addition of John Rimbach and his team as they actively manage the senior housing portfolio. John brings strong expertise in senior housing management, which he has built over a successful 30-year career and an experienced operating team with him to our advisor. The team is actively transitioning some properties to new operators in order to simplify asset management and drive incremental earnings. Additionally, John will take the lead on the acquisition of new SHOP properties while also identifying select disposition opportunities within this segment of HTI’s portfolio.

Management is committed to proactive asset management and continues to drive improvement in the portfolio through incremental leasing, which includes new leases and the extension and expansion of existing leases, replacement of underperforming operators, and select property acquisitions and dispositions. HTI successfully closed on $30 million of new acquisitions during the first quarter, consisting of three multi-tenant, triple net leased medical office buildings with long-term leases, further improving HTI’s overall portfolio.

Slide 3: Portfolio Snapshot - (Mike Weil)

As of March 31, 2019, HTI owned a $2.6 billion, 189 property U.S. healthcare portfolio with approximately 9.0 million square feet. The portfolio consists of 109 medical office buildings, 58 senior housing operating properties, 4 triple net leased senior housing properties, 9 post-acute and skilled nursing facilities, 6 hospitals, 2 land parcels and 1 development property.

The medical office buildings were 91.1% occupied with a weighted average remaining lease term of 5.2 years. The senior housing operating properties were 84.4% occupied and the senior housing triple-net leased properties were 100% occupied with a weighted average remaining lease term of 11.8 years. The post-acute/skilled nursing properties were 100% leased at quarter-end with a weighted average remaining lease term of 9.1 years and the hospitals were 90.7% leased with a weighted average remaining lease term of 7.8 years.

We are very pleased with HTI’s portfolio mix, with a significant focus on two strong and healthy sectors: Medical Office and SHOP. As we grow the portfolio, we plan to continue emphasizing these property types within our acquisition strategy.

I would now like to turn the call over to Katie Kurtz, HTI’s Chief Financial Officer.

Slide 4: Credit Facility Recast – (Katie Kurtz)

Thank you, Mike. I would like to highlight the successful completion of the refinancing of HTI’s credit facility. On March 13, 2019, HTI successfully closed on the recast of the corporate credit facility which upsized the total commitments under the credit facility from $565 million to $630 million, representing a $65 million increase. Additionally, the new facility provides a new 5-year term through 2024, if the Company elects its one-year extension option on the revolving portion of the credit facility. Closing on this upsized credit facility with favorable terms illustrates the Company’s ability to effectively manage HTI’s balance sheet and capital structure.

Slide 5: Capital Structure Overview – (Katie Kurtz)

Turning the page, Slide 5 provides a snapshot of HTI’s capital structure at the end of the first quarter 2019. As you can see here, our total debt outstanding was $1.1 billion with a net debt position of $991 million. With real estate assets of approximately $2.6 billion, our net debt to real estate assets ratio was 38.5%.

As of March 31, 2019, HTI’s New Credit Facility had an outstanding balance of $234 million. The weighted-average interest rate for the Credit Facilities at the end of the first quarter 2019 was approximately 4.8%. As of March 31, 2019, the Company had $462 million in secured mortgage debt. We continue to seek to improve the Company’s capital structure by extending HTI’s debt maturity profile, and locking in long-term attractive financing rates.

I would now like to turn the call back to Mike for some discussion about HTI’s Corporate Initiatives.

Slide 6: Corporate Initiatives – (Mike Weil)

Thanks Katie. The Company has identified, and continues to pursue, the following key initiatives:

1. HTI will continue to focus on the most attractive sectors in healthcare, particularly medical office and senior housing operating properties, and is actively pursuing acquisitions in these spaces.

2. HTI will seek to actively manage assets for optimal profitability, including incremental leasing of vacant space, transitioning select triple-net senior housing properties to a senior housing operating structure, extending current leases, and replacing underperforming managers and tenants for improved earnings and value, and

3. HTI will remain committed to maintaining its strong balance sheet. The company has a conservative leverage profile to support its real estate portfolio. As Katie mentioned, net leverage remains under 40%, and the recently closed $630 million refinanced credit facility provides additional liquidity and flexibility.

Slide 7: Healthcare Market Overview - (Mike Weil)

As it relates to continued investment in the sector, in our view, the healthcare real estate market remains healthy. Medical office fundamentals have remained strong, and this asset class continues to be a central piece of the HTI portfolio.

Investor demand for senior housing properties remains strong and cap rates have remained relatively stable, and in a similar range to the medical office buildings. Accelerated aging demographics should provide a positive tailwind for this segment.

We do remain cautious on skilled-nursing facilities and we are more oriented towards selective dispositions for this asset type.

Our acquisition strategy continues to focus on the quality healthcare sectors of MOBs and senior housing operating properties, along with the acquisition of select triple-net properties.

Slide 8: Organizational Leadership – (Mike Weil)

Our management team has significant experience both in the industry and with AR Global sponsored programs, including previous healthcare offerings on the AR Global platform. We are confident we have the right team in place to execute our strategy to drive long-term value for HTI shareholders.

With that, I'll turn the call over to Katie to walk us through the Share Repurchase Program in more detail and then I will follow up with some closing remarks.

Slide 9: Supplemental Information – (Katie Kurtz)

Please turn to slide 9 entitled ‘Supplemental Information’

The most recent redemption cycle commenced on March 13, 2018 and went up to and through December 31, 2018. On March 27, 2019, the Company announced that the Board approved an amendment to the SRP extending the date on which any repurchases are to be made in respect of requests made during this period to no later than April 30, 2019. This SRP amendment became effective on March 28, 2019. The Company completed the repurchases in April 2019.

As a reminder, HTI’s SRP allows the company to process only those share repurchase requests submitted in connection with a shareholder’s death or qualifying disability. SRP requests are processed following the end of each six-month period ending on June 30^th and December 31^st of each year. Repurchases are processed and paid in the timeframes identified by the board subsequent to these periods in an amount equal to the estimated per share net asset value or NAV in effect on the last day of the fiscal semester, or the six-month period ending June 30 or December 31.

Closing Statements - (Mike Weil)

We thank you for joining us today. For account information, including balances and the status of submitted paperwork or for any questions in general, please call us at (866) 902-0063. Thank you.

Operator Closes the Call

The conference has now concluded. If you have submitted questions during today’s webcast, a member of our investor relations group will follow-up to answer your questions. Also, please note that later today a copy of the presentation and replay of this webcast will be available on the company’s website at www.healthcaretrustinc.com.

Thank you for attending today’s presentation. You may now disconnect.