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| LEI | 5493009T8KN3W3IBE392 |
| CIK | 1004724 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Regional Health Properties, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 25, 2025 |
Black Pearl Equities terminates tender offer for Regional Health Properties Exhibit (a)(5)(A) FOR IMMEDIATE RELEASE Black Pearl Equities terminates tender offer for Regional Health Properties Decision follows SunLink merger and announced asset-disposition agreement; firm also cites recent quarterly results; no shares to be purchased. |
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| August 25, 2025 |
AS FILED WITH THE U. S. SECURITIES AND EXCHANGE COMMISSION ON AUGUST 22, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO-T/A TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Regional Health Properties, Inc. (Exact name of subject company (issuer)) Black Pearl Equities, LLC, Offeror (Name of filing person |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9 (Rule 14d-101) (Amendment No. |
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| August 14, 2025 |
Regional Health Properties, Inc. and SunLink Health Systems, Inc. Complete Merger Exhibit 99.1 Regional Health Properties, Inc. and SunLink Health Systems, Inc. Complete Merger Atlanta, GA (August 14, 2025) - Regional Health Properties, Inc. (“Regional”) (OTCQB: RHEP) (OTCQB: RHEPA) today announced the completion of the merger of SunLink Health Systems, Inc. (“SunLink”) with and into Regional, with Regional surviving the merger as the surviving corporation, effective August 14, |
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| August 14, 2025 |
Exhibit 10.3 RESTRICTED STOCK AGREEMENT * * * * * Grantee: Robert M. Thornton, Jr. Grant Date: August 14, 2025 Number of Shares of Restricted Stock Granted: 100,000 * * * * * THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Regional Health Properties, Inc., a Georgia corporation (the “Company”), and the Grantee spe |
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| August 14, 2025 |
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): August 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S |
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| August 14, 2025 |
Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made this 14th day of August, 2025 by and between REGIONAL HEALTH PROPERTIES, INC., a Georgia corporation (“Regional”), and ROBERT M. THORNTON, JR., an individual resident of Georgia (the “Executive”). Whereas, SunLink Health Systems, Inc. (“SunLink”) is merging with and into Regional (the “Merger”) pursuant to an Am |
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| August 14, 2025 |
EXHIBIT 2.3 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into effective July 30, 2025 (the “Effective Date”), by and among Coosa Valley SNF Realty LLC, an Alabama limited liability company, or its nominee or assignee (the “Buyer”), and Coosa Nursing ADK LLC, a Georgia limited liability company (the “Seller”), and Regional Health Properties, Inc., a Georgia c |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Healt |
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| August 14, 2025 |
Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT between Regional Health Properties, Inc. (the “Company”) and Brent Morrison (“Officer”) This Amended and Restated Employment Agreement (“Agreement”) is made in Atlanta, Georgia as of August 14, 2025. Background The Company desires to continue the employ of Officer and assure itself of the services of Officer during the Employment Term (defined |
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| August 5, 2025 |
Exhibit 3.1 ARTICLES OF AMENDMENT ESTABLISHING SERIES D 8% CUMULATIVE CONVERTIBLE REDEEMABLE PARTICIPATING PREFERRED SHARES Regional Health Properties, Inc., a Georgia corporation (the “Corporation”), acting pursuant to Section 14-2-602 and Section 14-2-1006 of the Georgia Business Corporation Code (the “GBCC”), does hereby submit the following Articles of Amendment establishing its Series D 8% Cu |
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| August 5, 2025 |
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): August 4, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Em |
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| August 5, 2025 |
Exhibit 99.1 Regional Health Properties, Inc. and SunLink Health Systems, Inc. Announce Receipt of Shareholder Approvals for Merger Atlanta, GA (August 4, 2025) - Regional Health Properties, Inc. (“Regional”) (OTCQB: RHEP) (OTCQB: RHEPA) and SunLink Health Systems, Inc. (“SunLink”) (NYSE American: SSY) jointly announced today that, at special meetings of their respective shareholders each held on |
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| August 1, 2025 |
Letter from Offeror dated June 23, 2025 (but sent July 23, 2025) Exhibit 99.1 |
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| August 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 REGIONAL HEALTH PROPERTIES, INC. |
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| July 31, 2025 |
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): July 30, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 31, 2025 |
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): July 30, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 30, 2025 |
Other Events, Submission of Matters to a Vote of Security Holders 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): July 29, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 30, 2025 |
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): July 29, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 29, 2025 |
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): July 28, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 29, 2025 |
Exhibit 99.1 Regional Health Properties, Inc. Outlines Reasons for Regional Shareholders to Vote YES for Proposed Merger with SunLink Health Systems, Inc. ATLANTA, GA – July 28, 2025 - Regional Health Properties, Inc. (“Regional”) (OTCBQ: RHEP) (OTCQB: RHEPA) (OTCQB: RHEPB), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living an |
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| July 29, 2025 |
Other Events, Financial Statements and Exhibits 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): July 28, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 28, 2025 |
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): July 25, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Comm |
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| July 28, 2025 |
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): July 25, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Comm |
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| July 28, 2025 |
Exhibit 99.1 ISS Recommends Shareholders Vote FOR the Merger between Regional Health Properties, Inc. and SunLink Health Systems, Inc. Atlanta, GA., July 25, 2025 - Regional Health Properties, Inc. (“Regional”) (OTCBQ: RHEP) (OTCQB: RHEPA) (OTCQB: RHEPB), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term care, an |
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| July 28, 2025 |
Exhibit 99.1 ISS Recommends Shareholders Vote FOR the Merger between Regional Health Properties, Inc. and SunLink Health Systems, Inc. Atlanta, GA., July 25, 2025 - Regional Health Properties, Inc. (“Regional”) (OTCBQ: RHEP) (OTCQB: RHEPA) (OTCQB: RHEPB), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term care, an |
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| July 24, 2025 |
Dear Regional Health Properties, Inc. Common Shareholder, Exhibit 99.2 Dear Regional Health Properties, Inc. Common Shareholder, You recently may have received a communication from one of our shareholders, Ken Grossman, about the pending merger of Regional Health Properties, Inc. and SunLink Health Systems, Inc. Please do not be confused by his letter. I do not believe Mr. Grossman has our common shareholders’ best interests in mind. He is the owner of a |
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| July 24, 2025 | ||
| July 24, 2025 |
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): July 24, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 24, 2025 | ||
| July 24, 2025 |
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): July 24, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| July 24, 2025 |
Dear Regional Health Properties, Inc. Common Shareholder, Exhibit 99.2 Dear Regional Health Properties, Inc. Common Shareholder, You recently may have received a communication from one of our shareholders, Ken Grossman, about the pending merger of Regional Health Properties, Inc. and SunLink Health Systems, Inc. Please do not be confused by his letter. I do not believe Mr. Grossman has our common shareholders’ best interests in mind. He is the owner of a |
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| July 18, 2025 |
AS FILED WITH THE U. S. SECURITIES AND EXCHANGE COMMISSION ON JULY 17, 2025 REGISTRATION NO. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Regional Health Properties, Inc. (Exact name of subject company (issuer)) Black Pearl Equities, LLC, Offeror (Name of filing person) Commo |
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| July 18, 2025 |
Exhibit 1 Letter of Transmittal — Regional Health Properties, Inc. 1 Shares You Own Certificate Shares: Direct Registration Shares (DRS): Indicate Address Change as Necessary Above 2 Important Information Please read the enclosed Offer to Purchase and this Letter of Transmittal, including accompanying instructions, carefully before you complete and return this Letter of Transmittal. You need to ma |
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| July 18, 2025 |
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 6, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emplo |
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| July 18, 2025 |
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 6, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emplo |
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| July 18, 2025 |
Exhibit 2 Calculation of Filing Fee Tables Schedule TO Regional Health Properties, Inc. |
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| June 25, 2025 |
MERGER PROPOSED-YOUR VOTE IS VERY IMPORTANT TABLE OF CONTENTS Filed pursuant to Rule 424(b)(3) Registration No. 333-286975 MERGER PROPOSED-YOUR VOTE IS VERY IMPORTANT Dear Shareholders of Regional Health Properties, Inc. and SunLink Health Systems, Inc.: On April 14, 2025, Regional Health Properties, Inc. (“Regional”) and SunLink Health Systems, Inc. (“SunLink”) entered into an Amended and Restated Agreement and Pl |
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| June 25, 2025 |
REGIONAL HEALTH PROPERTIES, INC. 1050 Crown Pointe Parkway, Suite 720 Atlanta, Georgia 30338 Filed by Regional Health Properties, Inc. (Commission File No. 001-33135) pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Form S-4, File No. 333-286975 Subject Company: SunLink Health Systems, Inc. (Commission File No. 001-12607) Date: June 25, 2025 REGIONAL HEALTH PROPERTIES, INC. 1050 Crown Pointe Parkwa |
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| June 24, 2025 |
As filed with the Securities and Exchange Commission on June 23, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 23, 2025 Registration No. |
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| June 24, 2025 |
Consent of The Lenox Group, LLC Exhibit 99.1 Consent of The Lenox Group, LLC The Lenox Group, LLC (“Lenox Group”) consents to: (i) the inclusion and description of our opinion letter dated March 4, 2025 to the Board Committee of SunLink Health Systems, Inc. (“SunLink”), included as Annex D to the Joint Proxy Statement/Prospectus relating to the proposed merger of SunLink with and into Regional Health Properties, Inc. (“Regional” |
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| June 24, 2025 |
Exhibit 99.3 Scan to view materials and vote PROXY VOTING INSTRUCTIONS SUNLINK HEALTH SYSTEMS, INC. 900 CIRCLE 75 PARKWAY SUITE 690 ATLANTA, GEORGIA 30339 VOTE BY INTERNET – www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the meeting date. Have your proxy |
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| June 24, 2025 |
Exhibit 99.2 Signature [PLEASE SIGN WITHIN BOX] Date Signature (Joint Owners) Date TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: KEEP THIS PORTION FOR YOUR RECORDS DETACH AND RETURN THIS PORTION ONLY THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED. V76382-TBD To approve the Amended and Restated Agreement and Plan of Merger, dated as of April 14, 2025, as amended, by and between R |
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| June 23, 2025 |
Exhibit 2.1 AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER This AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of June 22, 2025 (this “Amendment”), is by and between Regional Health Properties, Inc., a Georgia corporation (“Regional”), and SunLink Health Systems, Inc., a Georgia corporation (“SunLink” and, together with Regional, the “Parties” and each, a |
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| June 23, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 22, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| June 23, 2025 |
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): June 22, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| June 23, 2025 |
Exhibit 2.1 AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER This AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of June 22, 2025 (this “Amendment”), is by and between Regional Health Properties, Inc., a Georgia corporation (“Regional”), and SunLink Health Systems, Inc., a Georgia corporation (“SunLink” and, together with Regional, the “Parties” and each, a |
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| June 13, 2025 |
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): June 11, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| June 13, 2025 |
As filed with the Securities and Exchange Commission on June 13, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 13, 2025 Registration No. |
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| June 13, 2025 |
Consent of The Lenox Group, LLC Exhibit 99.1 Consent of The Lenox Group, LLC The Lenox Group, LLC (“Lenox Group”) consents to: (i) the inclusion and description of our opinion letter dated March 4, 2025 to the Board Committee of SunLink Health Systems, Inc. (“SunLink”), included as Annex D to the Joint Proxy Statement/Prospectus relating to the proposed merger of SunLink with and into Regional Health Properties, Inc. (“Regional” |
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| June 13, 2025 |
Exhibit 99.3 Scan to view materials and vote PROXY VOTING INSTRUCTIONS SUNLINK HEALTH SYSTEMS, INC. 900 CIRCLE 75 PARKWAYSUITE 690ATLANTA, GEORGIA 30339VOTE BY INTERNET – www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information up until 11:59 P.M. Eastern Time the day before the meeting date. Have your proxy car |
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| June 13, 2025 |
Exhibit 99.2 |
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| June 13, 2025 |
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): June 11, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Emp |
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| June 11, 2025 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES NYSE American LLC ("NYSE American" or the "Exchange") hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the Common Stock of Regional Health Properties, Inc, and the 10. |
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| June 3, 2025 |
Consent of The Lenox Group, LLC EXHIBIT 99.1 Consent of The Lenox Group, LLC The Lenox Group, LLC (“Lenox Group”) consents to: (i) the inclusion and description of our opinion letter dated March 4, 2025 to the Board Committee of SunLink Health Systems, Inc. (“SunLink”), included as Annex D to the Joint Proxy Statement/Prospectus relating to the proposed merger of SunLink with and into Regional Health Properties, Inc. (“Regional” |
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| June 3, 2025 |
As filed with the Securities and Exchange Commission on June 2, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 2, 2025 Registration No. |
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| May 19, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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 13, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. E |
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| May 19, 2025 |
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 13, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. E |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Heal |
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| May 5, 2025 |
Consent of Person Named as About to Become Director Exhibit 99.5 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Regional Health Properties, Inc. (“Regional”) following the consummation of the merger of SunLink Health Systems, Inc. (“SunLink”) with and into Regional in ac |
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| May 5, 2025 |
Consent of Person Named as About to Become Director Exhibit 99.6 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Regional Health Properties, Inc. (“Regional”) following the consummation of the merger of SunLink Health Systems, Inc. (“SunLink”) with and into Regional in ac |
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| May 5, 2025 |
Consent of The Lenox Group, LLC Exhibit 99.1 Consent of The Lenox Group, LLC The Lenox Group, LLC (“Lenox Group”) consents to: (i) the inclusion and description of our opinion letter dated March 4, 2025 to the Board Committee of SunLink Health Systems, Inc. (“SunLink”), included as Annex D to the Joint Proxy Statement/Prospectus relating to the proposed merger of SunLink with and into Regional Health Properties, Inc. (“Regional” |
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| May 5, 2025 |
Consent of Person Named as About to Become Director Exhibit 99.7 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Regional Health Properties, Inc. (“Regional”) following the consummation of the merger of SunLink Health Systems, Inc. (“SunLink”) with and into Regional in ac |
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| May 5, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Regional Health Properties, Inc. |
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| May 5, 2025 |
Consent of Person Named as About to Become Director Exhibit 99.4 Consent of Person Named as About to Become Director In accordance with Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a person who is anticipated to become a director of Regional Health Properties, Inc. (“Regional”) following the consummation of the merger of SunLink Health Systems, Inc. (“SunLink”) with and into Regional in ac |
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| May 5, 2025 |
As filed with the Securities and Exchange Commission on May 5, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 5, 2025 Registration No. |
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| April 18, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): April 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| April 18, 2025 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and between REGIONAL HEALTH PROPERTIES, INC. and SUNLINK HEALTH SYSTEMS, INC. Dated as of April 14, 2025 TABLE OF CONTENTS ARTICLE I 2 THE MERGER 2 1.1. The Merger 2 1.2. Effective Time of the Merger 2 1.3. Closing 2 1.4. Effects of the Merger 3 1.5. Directors and Officers; Regional Special Committee 3 1.6. Conversion of Capital Stoc |
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| April 18, 2025 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and between REGIONAL HEALTH PROPERTIES, INC. and SUNLINK HEALTH SYSTEMS, INC. Dated as of April 14, 2025 TABLE OF CONTENTS ARTICLE I 2 THE MERGER 2 1.1. The Merger 2 1.2. Effective Time of the Merger 2 1.3. Closing 2 1.4. Effects of the Merger 3 1.5. Directors and Officers; Regional Special Committee 3 1.6. Conversion of Capital Stoc |
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| April 18, 2025 |
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): April 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| April 15, 2025 |
Other Events, Financial Statements and Exhibits 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): April 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| April 15, 2025 |
REGIONAL HEALTH PROPERTIES AND SUNLINK HEALTH SYSTEMS REVISE ALL-STOCK MERGER TRANSACTION Exhibit 99.1 REGIONAL HEALTH PROPERTIES AND SUNLINK HEALTH SYSTEMS REVISE ALL-STOCK MERGER TRANSACTION Atlanta, GA (April 15, 2025) - Regional Health Properties, Inc. (“Regional”) (OTCQB: RHEP) (OTCQB: RHEPA) and SunLink Health Systems, Inc. (“SunLink”) (NYSE American: SSY) jointly announced today that they have entered into an amended and restated agreement and plan of merger (the “merger agreeme |
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| April 15, 2025 |
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): April 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| April 15, 2025 |
REGIONAL HEALTH PROPERTIES AND SUNLINK HEALTH SYSTEMS REVISE ALL-STOCK MERGER TRANSACTION Exhibit 99.1 REGIONAL HEALTH PROPERTIES AND SUNLINK HEALTH SYSTEMS REVISE ALL-STOCK MERGER TRANSACTION Atlanta, GA (April 15, 2025) - Regional Health Properties, Inc. (“Regional”) (OTCQB: RHEP) (OTCQB: RHEPA) and SunLink Health Systems, Inc. (“SunLink”) (NYSE American: SSY) jointly announced today that they have entered into an amended and restated agreement and plan of merger (the “merger agreeme |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-33135 Regional Health Properties, Inc. (Exact name of r |
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| March 31, 2025 |
Subsidiaries of the Registrant EXHIBIT 21.1 Entity Jurisdiction of Organization 2014 HUD Master Tenant, LLC Georgia AdCare Acquisition, Inc. Ohio AdCare Management, Inc. Ohio ADK Administrative Property, LLC Georgia ADK Bonterra/Parkview, LLC Georgia ADK Georgia, LLC Georgia ADK Powder Springs Operator, LLC Georgia APH&R Nursing, LLC Georgia APH&R Property Holdings, LLC Georgia AdCare Administrative Services, LLC Georgia AdCare |
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| March 31, 2025 |
Exhibit 10.87 Execution LEASE TERMINATION AGREEMENT THIS LEASE TERMINATION AGREEMENT (this “Termination Agreement”) is made and entered into as of the 14th day of November 2024, by and between Mountain Trace Nursing ADK, LLC (“Landlord”) and Vero Health X, LLC (“Tenant”). RECITALS 1. Pursuant to that certain Lease Agreement, dated February 28, 2019, as amended on November 1, 2021 (the “Lease Agree |
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| February 25, 2025 |
EX-99.(A) 2 e664229ex99-a.htm ANNEX A Schedule of Transactions in Common Shares of the Issuer During the Past 60 Days Libby Frischer Family Partnership Date of Transaction Quantity Purchased (Distributed) Price per Share 02/24/2025 (1,220) N/A 02/19/2025 1,220(2) N/A Charles Frischer Date of Transaction Quantity Purchased Price per Share 02/24/2025 610(3) N/A 02/21/2025 5,975 $1.46 02/19/2025 50,6 |
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| February 18, 2025 |
EX-99.(A) 2 e664210ex99-a.htm ANNEX A Schedule of Transactions in Common Shares of the Issuer During the Past 60 Days Libby Frischer Family Partnership None Charles Frischer Date of Transaction Quantity Purchased (Sold) Price per Share 01/06/2025 (24,000) $5.53 01/10/2025 (66,873) $2.99 02/05/2025 02/06/2025 02/10/2025 4,003 45,371 13,260 $1.95 $1.93 $1.37 02/11/2025 34,839 $1.19 02/12/2025 100 $1 |
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| February 7, 2025 |
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): February 3, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (C |
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| February 7, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): February 3, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (C |
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| January 30, 2025 |
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): January 29, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R. |
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| January 30, 2025 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Distribution of Common Stock to Holders of its 12.5% Series B Cumulative Redeemable Preferred Shares Atlanta, GA (January 30, 2025) - Regional Health Properties, Inc. (“Regional”) (NYSE American: RHE) (NYSE American: RHE-PA) announced today that its Board of Directors declared a dividend to the holders of its 12.5% Series B Cumulative Redeema |
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| January 30, 2025 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Distribution of Common Stock to Holders of its 12.5% Series B Cumulative Redeemable Preferred Shares Atlanta, GA (January 30, 2025) - Regional Health Properties, Inc. (“Regional”) (NYSE American: RHE) (NYSE American: RHE-PA) announced today that its Board of Directors declared a dividend to the holders of its 12.5% Series B Cumulative Redeema |
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| January 30, 2025 |
Other Events, Financial Statements and Exhibits 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): January 29, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R. |
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| January 17, 2025 |
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): January 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R. |
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| January 17, 2025 |
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): January 14, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R. |
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| January 10, 2025 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between REGIONAL HEALTH PROPERTIES, INC. and SUNLINK HEALTH SYSTEMS, INC. Dated as of January 3, 2025 TABLE OF CONTENTS AGREEMENT AND PLAN OF MERGER 1 ARTICLE I 2 THE MERGER 2 1.1. The Merger 2 1.2. Effective Time of the Merger 2 1.3. Closing 2 1.4. Effects of the Merger 3 1.5. Directors and Officers; Regional Special Committee 3 1.6. Conversion of C |
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| January 10, 2025 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between REGIONAL HEALTH PROPERTIES, INC. and SUNLINK HEALTH SYSTEMS, INC. Dated as of January 3, 2025 TABLE OF CONTENTS AGREEMENT AND PLAN OF MERGER 1 ARTICLE I 2 THE MERGER 2 1.1. The Merger 2 1.2. Effective Time of the Merger 2 1.3. Closing 2 1.4. Effects of the Merger 3 1.5. Directors and Officers; Regional Special Committee 3 1.6. Conversion of C |
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| January 10, 2025 |
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): January 3, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. E |
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| January 10, 2025 |
Exhibit 10.1 REGIONAL SHAREHOLDER SUPPORT AND LOCK-UP AGREEMENT This Regional Shareholder Support and Lock-up Agreement (this “Agreement”) is dated as of January 3, 2025, by and among Regional Health Properties, Inc., a Georgia corporation (“Regional”), SunLink Health Systems, Inc., a Georgia corporation (“SunLink”), and the Persons set forth on Schedule I hereto (each, a “Regional Shareholder” an |
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| January 10, 2025 |
Exhibit 10.2 SUNLINK SHAREHOLDER SUPPORT AND LOCK-UP AGREEMENT This SunLink Shareholder Support and Lock-up Agreement (this “Agreement”) is dated as of January 3, 2025, by and among Regional Health Properties, Inc., a Georgia corporation (“Regional”), SunLink Health Systems, Inc., a Georgia corporation (“SunLink”), and the Persons set forth on Schedule I hereto (each, a “SunLink Shareholder” and, |
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| January 10, 2025 |
Exhibit 10.1 REGIONAL SHAREHOLDER SUPPORT AND LOCK-UP AGREEMENT This Regional Shareholder Support and Lock-up Agreement (this “Agreement”) is dated as of January 3, 2025, by and among Regional Health Properties, Inc., a Georgia corporation (“Regional”), SunLink Health Systems, Inc., a Georgia corporation (“SunLink”), and the Persons set forth on Schedule I hereto (each, a “Regional Shareholder” an |
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| January 10, 2025 |
Exhibit 10.2 SUNLINK SHAREHOLDER SUPPORT AND LOCK-UP AGREEMENT This SunLink Shareholder Support and Lock-up Agreement (this “Agreement”) is dated as of January 3, 2025, by and among Regional Health Properties, Inc., a Georgia corporation (“Regional”), SunLink Health Systems, Inc., a Georgia corporation (“SunLink”), and the Persons set forth on Schedule I hereto (each, a “SunLink Shareholder” and, |
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| January 10, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): January 3, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. E |
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| January 6, 2025 |
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): January 3, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Co |
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| January 6, 2025 |
Exhibit 99.1 REGIONAL HEALTH PROPERTIES AND SUNLINK HEALTH SYSTEMS TO MERGE IN AN ALL-STOCK TRANSACTION Enhances Opportunity to Increase Shareholder Value Significantly Strengthens Balance Sheet Expands Regional Board with the Addition of Two Highly Qualified Industry Veterans Atlanta, GA (January 6, 2025) - Regional Health Properties, Inc. (“Regional”) (NYSE American: RHE) (NYSE American: RHE-PA) |
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| January 6, 2025 |
Exhibit 99.1 REGIONAL HEALTH PROPERTIES AND SUNLINK HEALTH SYSTEMS TO MERGE IN AN ALL-STOCK TRANSACTION Enhances Opportunity to Increase Shareholder Value Significantly Strengthens Balance Sheet Expands Regional Board with the Addition of Two Highly Qualified Industry Veterans Atlanta, GA (January 6, 2025) - Regional Health Properties, Inc. (“Regional”) (NYSE American: RHE) (NYSE American: RHE-PA) |
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| January 6, 2025 |
Other Events, Financial Statements and Exhibits 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): January 3, 2025 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Co |
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| December 13, 2024 |
DEF 14A 1 formdef14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE |
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| November 29, 2024 |
Exhibit 10.2 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (this “Agreement”), dated as of November 22, 2024, is made by and among Erin Property Holdings, LLC, a Georgia limited liability company (“Borrower”), ERIN NURSING, LLC, a Georgia limited liability company (“Erin Nursing”), and REGIONAL HEALTH PROPERTIES, INC. as successor by merger to AdCare Health Systems, Inc., a Georgia corporation |
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| November 29, 2024 |
Financial Statements and Exhibits 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): November 22, 2024 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R |
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| November 29, 2024 |
Exhibit 10.1 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (this “Agreement”), dated as of November 22, 2024, is made by and among ERIN PROPERTY HOLDINGS, LLC, a Georgia limited liability company (“Borrower”), ERIN NURSING, LLC, a Georgia limited liability company (“Erin Nursing”), and REGIONAL HEALTH PROPERTIES, INC. AS SUCCESSOR BY MERGER TO ADCARE HEALTH SYSTEMS, INC., a Georgia corporation |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-33135 CUSIP Number: 75903M101 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ T |
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| November 12, 2024 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Receipt of NYSE American Notice of Delisting and Intention to Appeal ATLANTA, GA, November 11, 2024 — Regional Health Properties, Inc. (the “Company,” “we” or “our”) (NYSE American: RHE) (NYSE American: RHE-PA), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-t |
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| November 12, 2024 |
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): November 11, 2024 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R |
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| October 1, 2024 |
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): September 25, 2024 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of (Commission (I.R.S. |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Healt |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Heal |
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| April 19, 2024 |
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): April 15, 2024 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commiss |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-33135 Regional Health Properties, Inc. (Exact name of r |
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| April 1, 2024 |
Regional Health Properties, Inc. Clawback Policy Exhibit 97.1 Regional Health Properties, Inc. CLAWBACK POLICY The Board of Directors (the “Board”) of Regional Health Properties, Inc. (the “Company”) has adopted this Clawback Policy (this “Policy”) on December 1, 2023, effective as of October 2, 2023 (the “Effective Date”). 1. Purpose. The purpose of this Policy is to provide for the recoupment of certain incentive compensation pursuant to Secti |
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| April 1, 2024 |
Subsidiaries of the Registrant EXHIBIT 21.1 Entity Jurisdiction of Organization 2014 HUD Master Tenant, LLC Georgia AdCare Acquisition, Inc. Ohio AdCare Management, Inc. Ohio ADK Administrative Property, LLC Georgia ADK Bonterra/Parkview, LLC Georgia ADK Georgia, LLC Georgia ADK Powder Springs Operator, LLC Georgia APH&R Nursing, LLC Georgia APH&R Property Holdings, LLC Georgia AdCare Administrative Services, LLC Georgia AdCare |
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| February 26, 2024 |
As filed with the Securities and Exchange Commission on February 26, 2024 As filed with the Securities and Exchange Commission on February 26, 2024 Registration No. |
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| February 26, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Regional Health Properties, Inc. |
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| November 20, 2023 |
Exhibit 10.5 RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE REGIONAL HEALTH PROPERTIES, INC. 2023 OMNIBUS INCENTIVE COMPENSATION PLAN * * * * * Grantee: Grant Date: Number of Restricted Stock Units Granted: * * * * * THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Regional Health Properties, Inc., a Georgia |
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| November 20, 2023 |
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): November 16, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Comm |
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| November 20, 2023 |
Exhibit 10.4 RESTRICTED STOCK AGREEMENT PURSUANT TO THE REGIONAL HEALTH PROPERTIES, INC. 2023 OMNIBUS INCENTIVE COMPENSATION PLAN * * * * * Grantee: Grant Date: Number of Shares of Restricted Stock Granted: * * * * * THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Regional Health Properties, Inc., a Georgia corpor |
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| November 20, 2023 |
Exhibit 10.3 INCENTIVE STOCK OPTION AGREEMENT PURSUANT TO THE REGIONAL HEALTH PROPERTIES, INC. 2023 OMNIBUS INCENTIVE COMPENSATION PLAN * * * * * Grantee: Grant Date: Per Share Exercise Price: $ Number of Shares subject to this Option: * * * * * THIS INCENTIVE STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Regional Health |
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| November 20, 2023 |
Exhibit 10.2 NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE REGIONAL HEALTH PROPERTIES, INC. 2023 OMNIBUS INCENTIVE COMPENSATION PLAN Grantee: Grant Date: Per Share Exercise Price: $ Number of Shares subject to this Option: THIS NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between Regional Health Properties, |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional |
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| October 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(E)(2)) ☒ Definitive |
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| October 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14A-6(E)(2)) ☐ Defin |
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| August 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Healt |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-33135 CUSIP Number: 75903M 309 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Trans |
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| August 7, 2023 |
Regional Health Properties, Inc. Announces Receipt of Acceptance Letter from NYSE American Exhibit 99.1 Regional Health Properties, Inc. Announces Receipt of Acceptance Letter from NYSE American ATLANTA, GA, August 7, 2023 — Regional Health Properties, Inc. (the “Company,” “we” or “our”) (NYSE American: RHE) (NYSE American: RHE-PA), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term care, announced toda |
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| August 7, 2023 |
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): August 1, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commiss |
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| July 6, 2023 |
Description of Regional Health Properties, Inc. Capital Stock Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK OF REGIONAL HEALTH PROPERTIES, INC. The following is a brief description of the material terms of the capital stock of Regional Health Properties, Inc., a Georgia corporation (the “Company,” “our,” “we” or “us”). This description does not purport to be complete and is subject in all respects to applicable Georgia law and to the provisions of the Amended and |
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| July 6, 2023 |
Exhibit 3.1 REGIONAL HEALTH PROPERTIES, INC. AMENDED AND RESTATED ARTICLES OF INCORPORATION Regional Health Properties, Inc., a Georgia corporation (the “Corporation”), acting pursuant to Section 14-2-1007 of the Georgia Business Corporation Code (the “GBCC”), does hereby submit the following Amended and Restated Articles of Incorporation. FIRST: The name of the Corporation is Regional Health Prop |
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| July 6, 2023 |
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): July 3, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 6, 2023 |
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): June 29, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction (Commission (I.R.S. Employe |
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| July 6, 2023 |
Regional Health Properties, Inc. Announces Receipt of Notice of Noncompliance from NYSE American Exhibit 99.1 Regional Health Properties, Inc. Announces Receipt of Notice of Noncompliance from NYSE American ATLANTA, GA, July 6, 2023 — Regional Health Properties, Inc. (the “Company,” “we,” “us” or “our”) (NYSE American: RHE) (NYSE American: RHE-PA), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term care, anno |
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| July 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| July 3, 2023 |
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): June 27, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissi |
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| July 3, 2023 |
Regional Health Properties, Inc. Announces Final Results and Closing of Exchange Offer Exhibit 99.2 Regional Health Properties, Inc. Announces Final Results and Closing of Exchange Offer ATLANTA, GA, July 3, 2023 — Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (the “Company”) today announced the final results, and the closing, of its previously commenced offer to exchange (the “Exchange Offer”) any and all of the Company’s outstanding 10.875% Series A |
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| July 3, 2023 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Shareholder Approval of Special Meeting Proposals, Satisfaction of All Conditions to Exchange Offer and Preliminary Results of Exchange Offer ATLANTA, GA, June 28, 2023 — Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (“RHE” or the “Company”) convened its special meeting (the “Special Meeting”) of the holders of |
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| June 28, 2023 |
As filed with the Securities and Exchange Commission on June 28, 2023 As filed with the Securities and Exchange Commission on June 28, 2023 Registration No. |
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| June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| June 28, 2023 |
Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number for Registration Statement on Form S-4 filed by Regional Health Properties, Inc.: 333-269750 EXPLANATORY NOTE On J |
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| June 28, 2023 |
Exhibit 3.4 ARTICLES OF AMENDMENT TO THE AMENDED AND RESTATED ARTICLES OF INCORPORATION OF REGIONAL HEALTH PROPERTIES, INC. Regional Health Properties, Inc., a Georgia corporation (the “Corporation”), acting pursuant to Section 14-2-602 and Section 14-2-1006 of the Georgia Business Corporation Code (the “GBCC”), does hereby submit the following Articles of Amendment (“Articles of Amendment”) to th |
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| June 28, 2023 |
Exhibit 3.6 AMENDMENT NO. 1 TO AMENDED AND RESTATED BYLAWS OF REGIONAL HEALTH PROPERTIES, INC. I, the undersigned, do hereby certify: 1. I am a duly elected, qualified and acting officer of Regional Health Properties, Inc., a Georgia corporation (the “Company”). 2. The amendment to the Amended and Restated Bylaws of Regional Health Properties, Inc., dated September 21, 2017 (the “Bylaws”), reflect |
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| June 21, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) REGIONAL HEALTH PROPERTIES, INC. (Name of Issuer) 10.875% Series A Cumulative Redeemable Preferred Stock (Title of Class of Securities) 75903M200 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (917) 528-1465 (Na |
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| June 21, 2023 |
Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number for Registration Statement on Form S-4 filed by Regional Health Properties, Inc.: 333-269750 EXPLANATORY NOTE On J |
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| May 25, 2023 |
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 25, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 25, 2023 |
Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL OFFER TO EXCHANGE 10.875% Series A Cumulative Redeemable Preferred Shares (CUSIP No. 75903M200) of Regional Health Properties, Inc. for 12.5% Series B Cumulative Redeemable Preferred Shares of Regional Health Properties, Inc. THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON JUNE 27, 2023, UNLESS EXTENDED (SUCH DATE |
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| May 25, 2023 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-269750 Proxy Statement/Prospectus REGIONAL HEALTH PROPERTIES, INC. OFFER TO EXCHANGE 10.875% SERIES A CUMULATIVE REDEEMABLE PREFERRED SHARES FOR 12.5% SERIES B CUMULATIVE REDEEMABLE PREFERRED SHARES Regional Health Properties, Inc. (the “Company,” “our,” “we” or “us”) is offering to exchange (the “Exchange Offer”), upon the terms and subject to |
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| May 25, 2023 |
Notice of Guaranteed Delivery. Exhibit (a)(1)(iii) NOTICE OF GUARANTEED DELIVERY OF SERIES A PREFERRED STOCK OF REGIONAL HEALTH PROPERTIES, INC. |
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| May 25, 2023 | ||
| May 25, 2023 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Commencement of Exchange Offer for All Outstanding Shares of its Series A Preferred Stock ATLANTA, GA, May 25, 2023 — Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (“RHE” or the “Company”) announced today that it has commenced an offer to exchange (the “Exchange Offer”) any and all of its outstanding 10.875% Se |
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| May 25, 2023 | ||
| May 25, 2023 |
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 25, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 25, 2023 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Commencement of Exchange Offer for All Outstanding Shares of its Series A Preferred Stock ATLANTA, GA, May 25, 2023 — Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (“RHE” or the “Company”) announced today that it has commenced an offer to exchange (the “Exchange Offer”) any and all of its outstanding 10.875% Se |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| May 23, 2023 |
REGIONAL HEALTH PROPERTIES, INC. 454 Satellite Boulevard NW, Suite 100 Suwanee, Georgia 30024 (678) 869-5116 May 23, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Dan Duchovny Office of Mergers and Acquisitions Kibum Park Office of Real Estate and Construction Re: Request for Acceleration of Effectiveness of Re |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| May 22, 2023 |
As filed with the Securities and Exchange Commission on May 22, 2023 As filed with the Securities and Exchange Commission on May 22, 2023 Registration No. |
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| May 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| May 18, 2023 |
As filed with the Securities and Exchange Commission on May 18, 2023 Registration No. |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Heal |
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| April 28, 2023 |
As filed with the Securities and Exchange Commission on April 27, 2023 Registration No. |
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| April 28, 2023 |
Form of Notice of Guaranteed Delivery with respect to the Exchange Offer Exhibit 99.2 NOTICE OF GUARANTEED DELIVERY OF SERIES A PREFERRED STOCK OF REGIONAL HEALTH PROPERTIES, INC. PURSUANT TO THE Proxy Statement/Prospectus DATED , 2023 This Notice of Guaranteed Delivery, or one substantially in the form hereof, must be used to accept the Exchange Offer (as defined below) if: ● the procedure for book-entry transfer cannot be completed on a timely basis, or ● time will n |
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| April 28, 2023 |
Form of Letter of Transmittal with respect to the Exchange Offer Exhibit 99.1 LETTER OF TRANSMITTAL OFFER TO EXCHANGE 10.875% Series A Cumulative Redeemable Preferred Shares (CUSIP No. 75903M200) of Regional Health Properties, Inc. for 12.5% Series B Cumulative Redeemable Preferred Shares of Regional Health Properties, Inc. THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON , 2023, UNLESS EXTENDED (SUCH DATE AND TIME FOR |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| April 27, 2023 |
REGIONAL HEALTH PROPERTIES, INC. 454 Satellite Boulevard NW, Suite 100 Suwanee, Georgia 30024 (678) 869-5116 April 27, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Dan Duchovny Office of Mergers and Acquisitions Kibum Park Office of Real Estate and Construction Re: Regional Health Properties, Inc. Registration |
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| April 14, 2023 | ||
| April 14, 2023 |
Exhibit 10.1(d) NON-QUALIFIED STOCK OPTION AWARD AGREEMENT This Non-Qualified Stock Option Award Agreement (this “Agreement”) is made and entered into as of by and between Regional Health Properties, Inc., a Georgia corporation (the “Company”), and (the “Participant”). Date of grant of Option: (the “Grant Date”) Exercise price per share of Common Stock: (the “Exercise Price”) Number of shares of C |
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| April 14, 2023 |
148040959v2 Exhibit 10.[●] OUTSIDE DIRECTOR COMPENSATION PACKAGE Effective January 1, 2023, Regional Health Properties, Inc. (the “Company”) will pay each outside director who is independent in accordance with the NYSE American and SEC rules governing director independence (an “Eligible Director”) an annual cash retainer of $49,500 (the “Annual Cash Retainer”) for service to the Company. In additi |
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| April 14, 2023 |
Exhibit 10.75 TERM LOAN AGREEMENT THIS TERM LOAN AGREEMENT, is made, entered into and effective as of the day of , 2011, by and among MOUNTAIN TRACE NURSING ADK, LLC (hereinafter referred to as the "Borrower"), AdCare Health Systems, Inc. (hereinafter refened to as the "Guarantor") and Community Bank & Trust - West Georgia, having its principal offices at 201 Broad Street, La Grange, Georgia 30241 |
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| April 14, 2023 |
EX-10 9 rhe-ex1033c.htm EX-10.33(C) Exhibit 10.33(c) LEASE TERMINATION AGREEMENT This Lease Tennination Agreement (this "Agreement"), dated as of the 21st day of December, 2022 (the "Effective Date"), is entered into between SPRING VALLEY, LLC, a Georgia limited liability company ("Landlord") and ADK GEORGIA, LLC, a Georgia limited liability company ("Tenant"). RECITALS A Landlord and Tenant enter |
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| April 14, 2023 |
EXHIBIT 21.1 Entity Jurisdiction of Organization 2014 HUD Master Tenant, LLC Georgia AdCare Acquisition, Inc. Ohio AdCare Management, Inc. Ohio ADK Administrative Property, LLC Georgia ADK Bonterra/Parkview, LLC Georgia ADK Georgia, LLC Georgia ADK Powder Springs Operator, LLC Georgia APH&R Nursing, LLC Georgia APH&R Property Holdings, LLC Georgia AdCare Administrative Services, LLC Georgia AdCare |
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| April 14, 2023 |
Exhibit 10.1(d) NON-QUALIFIED STOCK OPTION AWARD AGREEMENT This Non-Qualified Stock Option Award Agreement (this “Agreement”) is made and entered into as of by and between Regional Health Properties, Inc., a Georgia corporation (the “Company”), and (the “Participant”). Date of grant of Option: (the “Grant Date”) Exercise price per share of Common Stock: (the “Exercise Price”) Number of shares of C |
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| April 14, 2023 |
GUARANTOR NAME AND ADDRESS ADCARE HEALTH SYSTEMS INC 454 SATELLITE BLVD STE 100 Suwanee, GA 30024 LENDER NAME AND ADDRESS The Exchange Bank of Alabama PO Box 1100 Gadsden, AL 35902 Number 574354 Amount 4. |
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| April 14, 2023 |
Exhibit 52(a) FIRST AMENDMENT TO LEASE AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT (the "Amendment") is made and entered into effective as of the 21st day of November, 2014, by and between COOSA NURSING ADK, LLC, a Georgia limited liability company ("Landlord") and C. |
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| April 14, 2023 |
LEASE TERMINATION AGREEMENT This Lease Termination Agreement (this "Agreement"), dated as of the 21st day of December, 2022 (the "Effective Date"), is entered into between SPRING VALLEY, LLC, a Georgia limited Iiability company ("Landlord") and ADK GEORGIA, LLC, a Georgia limited liability company ("Tenant"). |
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| April 14, 2023 | ||
| April 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 001-33135 Regional Health Properties, Inc. (Exact name of r |
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| April 14, 2023 |
Exhibit 10.83 OUTSIDE DIRECTOR COMPENSATION PACKAGE Effective January 1, 2023, Regional Health Properties, Inc. (the “Company”) will pay each outside director who is independent in accordance with the NYSE American and SEC rules governing director independence (an “Eligible Director”) an annual cash retainer of $49,500 (the “Annual Cash Retainer”) for service to the Company. In addition, the Lead |
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| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-33135 CUSIP Number: 75903M 309 NOTIFICATION OF LATE FILING (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ T |
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| March 1, 2023 |
Charles Frischer 3156 East Laurelhurst Drive, NE Seattle, WA 98105 Charles Frischer 3156 East Laurelhurst Drive, NE Seattle, WA 98105 917-528-1465 March 1, 2023 Mr. |
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| March 1, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9) REGIONAL HEALTH PROPERTIES, INC. (Name of Issuer) 10.875% Series A Cumulative Redeemable Preferred Stock (Title of Class of Securities) 75903M200 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (917) 528-1465 (Nam |
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| February 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 13, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Co |
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| February 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 13, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Co |
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| February 24, 2023 |
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): February 21, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Comm |
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| February 24, 2023 |
Regional Health Properties, Inc. Regains Compliance with NYSE American Continued Listing Standards Exhibit 99.1 Regional Health Properties, Inc. Regains Compliance with NYSE American Continued Listing Standards ATLANTA, GA, February 24, 2023 — Regional Health Properties, Inc. (the “Company,” “we,” “us” or “our”) (NYSE American: RHE) (NYSE American: RHE-PA) announced today that the Company received a notice from the NYSE American LLC (the “Exchange”) on February 21, 2023 that the Company has reg |
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| February 17, 2023 |
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): February 13, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Comm |
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| February 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) oF THE SECURITIES EXCHANGE ACT oF 1934 REGIONAL HEALTH PROPERTIES, INC. (Exact name of registrant as specified in its charter) Georgia 81-5166048 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identifica |
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| February 17, 2023 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Distribution of Series E Preferred Stock to Holders of its Common Stock ATLANTA, GA, February 17, 2023 — Regional Health Properties, Inc. (“RHE,” the “Company,” “we,” “us” or “our”) (NYSE American: RHE) (NYSE American: RHE-PA) announced today that its Board of Directors declared a dividend of one one-thousandth (1/1,000th) of a share of the C |
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| February 17, 2023 |
Articles of Amendment Establishing Series E Redeemable Preferred Shares Exhibit 3.1 REGIONAL HEALTH PROPERTIES, INC. ARTICLES OF AMENDMENT ESTABLISHING SERIES E REDEEMABLE PREFERRED SHARES Regional Health Properties, Inc., a Georgia corporation (the “Corporation”), acting pursuant to Section 14-2-602 of the Georgia Business Corporation Code (the “GBCC”), does hereby submit the following Articles of Amendment establishing its Series E Redeemable Preferred Shares (“Arti |
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| February 17, 2023 |
Exhibit 3.1 REGIONAL HEALTH PROPERTIES, INC. ARTICLES OF AMENDMENT ESTABLISHING SERIES E REDEEMABLE PREFERRED SHARES Regional Health Properties, Inc., a Georgia corporation (the “Corporation”), acting pursuant to Section 14-2-602 of the Georgia Business Corporation Code (the “GBCC”), does hereby submit the following Articles of Amendment establishing its Series E Redeemable Preferred Shares (“Arti |
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| February 17, 2023 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Distribution of Series E Preferred Stock to Holders of its Common Stock ATLANTA, GA, February 17, 2023 — Regional Health Properties, Inc. (“RHE,” the “Company,” “we,” “us” or “our”) (NYSE American: RHE) (NYSE American: RHE-PA) announced today that its Board of Directors declared a dividend of one one-thousandth (1/1,000th) of a share of the C |
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| February 17, 2023 |
425 1 form425.htm 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): February 13, 2023 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of In |
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| February 14, 2023 |
As filed with the Securities and Exchange Commission on February 14, 2023 As filed with the Securities and Exchange Commission on February 14, 2023 Registration No. |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of Class of Securities |
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| February 14, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Schedule TO/13E-3 (Form Type) Regional Health Properties, Inc. |
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| February 14, 2023 |
REGIONAL HEALTH PROPERTIES, INC. 454 Satellite Boulevard NW, Suite 100 Suwanee, Georgia 30024 (678) 869-5116 February 14, 2023 BY EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Office of Mergers and Acquisitions Office of Real Estate and Construction Re: Regional Health Properties, Inc.’s Registration Statement on Form |
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| February 14, 2023 |
Form of Proxy Card for Special Meeting for Holders of Series A Preferred Stock |
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| February 14, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Regional Health Properties, Inc. |
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| February 14, 2023 |
Form of Proxy Card for Special Meeting for Holders of Common Stock and Series E Preferred Stock |
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| January 9, 2023 |
Regional Health Properties Receives Notice of Non-Compliance From NYSE American Exhibit 99.1 Regional Health Properties Receives Notice of Non-Compliance From NYSE American ATLANTA, GA, January 6, 2023 — Regional Health Properties, Inc. (“Regional” or the “Company”) (NYSE American: RHE) (NYSE American: RHE-PA) announced today that the Company received a notice from NYSE American on January 3, 2023 that the Company is not in compliance with the continued listing standard set f |
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| January 9, 2023 |
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): December 30, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Comm |
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| December 30, 2022 |
DEF 14A 1 d445269ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSI |
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| December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? CHECK THE APPROPRIATE BOX: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| December 14, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) REGIONAL HEALTH PROPERTIES, INC. (Name of Issuer) 10.875% Series A Cumulative Redeemable Preferred Stock (Title of Class of Securities) 75903M200 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seattle, WA 98105 (917) 528-1465 (Nam |
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| November 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-33135 CUSIP Number: 75903M101 NOTIFICATION OF LATE FILING (Check One) ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? T |
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| October 27, 2022 |
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): October 27, 2022 Regional Health Properties, Inc. (Exact name of Registrant as Specified in Its Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (C |
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| October 27, 2022 |
Healthcare Facility Note – Pavilion Exhibit 10.3 Healthcare Facility Note Section 232 U.S. Department of Housing and Urban Development Office of Residential Care Facilities OMB Approval No. 2502-0605 (exp. 11/30/2022) Public reporting burden for this collection of information is estimated to average 1 hour. This includes the time for collecting, reviewing, and reporting the data. The information is being collected to obtain the supp |
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| October 27, 2022 |
Healthcare Facility Note – Northwood Exhibit 10.1 Healthcare Facility Note Section 232 U.S. Department of Housing and Urban Development Office of Residential Care Facilities OMB Approval No. 2502-0605 (exp. 11/30/2022) Public reporting burden for this collection of information is estimated to average 1 hour. This includes the time for collecting, reviewing, and reporting the data. The information is being collected to obtain the supp |
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| October 27, 2022 |
Healthcare Facility Note – Greenfield Exhibit 10.2 Healthcare Facility Note Section 232 U.S. Department of Housing and Urban Development Office of Residential Care Facilities OMB Approval No. 2502-0605 (exp. 11/30/2022) Public reporting burden for this collection of information is estimated to average 1 hour. This includes the time for collecting, reviewing, and reporting the data. The information is being collected to obtain the supp |
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| August 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Healt |
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| August 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NT 10-Q 1 rhe12b-2510-qq22022.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-33135 CUSIP Number: 75903M101 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F |
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| July 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| July 26, 2022 |
Regional Health Properties, Inc. Announces Special Meeting Results and Termination of Exchange Offer Exhibit 99.1 Regional Health Properties, Inc. Announces Special Meeting Results and Termination of Exchange Offer ATLANTA, GA, July 25, 2022 ? Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (?RHE? or the ?Company?), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term care, convened it |
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| July 26, 2022 |
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): July 25, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissi |
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| July 15, 2022 |
Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number: 001-33135 EXPLANATORY NOTE On July 15, 2022, Regional Health Properties, Inc. issued the following press release |
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| July 5, 2022 |
Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number: 001-33135 EXPLANATORY NOTE On July 5, 2022, Regional Health Properties, Inc. issued the following notice via emai |
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| June 17, 2022 |
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): June 13, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissi |
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| June 1, 2022 |
SC TO-I/A 1 d277217dsctoia.htm SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class o |
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| June 1, 2022 |
Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL OFFER TO EXCHANGE 10.875% Series A Cumulative Redeemable Preferred Shares (CUSIP No. 75903M200) of Regional Health Properties, Inc. for 12.5% Series B Cumulative Redeemable Preferred Shares of Regional Health Properties, Inc. THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JULY 25, 2022, UNLESS EXTENDED (SUCH DATE A |
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| June 1, 2022 |
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 31, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissio |
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| June 1, 2022 |
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 31, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissio |
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| June 1, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-256667 Prospectus Supplement No. 4 (To Proxy Statement/Prospectus dated February 28, 2022) REGIONAL HEALTH PROPERTIES, INC. OFFER TO EXCHANGE 10.875% SERIES A CUMULATIVE REDEEMABLE PREFERRED SHARES FOR 12.5% SERIES B CUMULATIVE REDEEMABLE PREFERRED SHARES The Exchange Offer will expire at 5:00 p.m., New York City time, on July 25, 2022, unless |
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| June 1, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-256667 Prospectus Supplement No. 3 (To Proxy Statement/Prospectus dated February 28, 2022) REGIONAL HEALTH PROPERTIES, INC. OFFER TO EXCHANGE 10.875% SERIES A CUMULATIVE REDEEMABLE PREFERRED SHARES FOR 12.5% SERIES B CUMULATIVE REDEEMABLE PREFERRED SHARES This is Prospectus Supplement No. 3 (this ?Prospectus Supplement?) to the Proxy Statement/ |
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| June 1, 2022 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Convening and Adjournment of Special Meeting, Information for Reconvened Special Meeting and Extension of Exchange Offer ATLANTA, GA, June 1, 2022 ? Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (?RHE? or the ?Company?), a self-managed healthcare real estate investment company that invests primarily in real est |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-33135 Regional Heal |
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| May 31, 2022 |
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 31, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissio |
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| May 31, 2022 |
Exhibit 99.1 Regional Health Properties Receives Notice from NYSE American Regarding Late Filing of Quarterly Report on Form 10-Q ATLANTA, GA, May 31, 2022? Regional Health Properties, Inc. (?Regional? or the ?Company?) (NYSE American: RHE) (NYSE American: RHEpA), a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term |
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| May 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number: 001-33135 CUSIP Number: 75903M101 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Trans |
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| May 6, 2022 |
Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement 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 1, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 3, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-256667 Prospectus Supplement No. 2 (To Proxy Statement/Prospectus dated February 28, 2022) REGIONAL HEALTH PROPERTIES, INC. OFFER TO EXCHANGE 10.875% SERIES A CUMULATIVE REDEEMABLE PREFERRED SHARES FOR 12.5% SERIES B CUMULATIVE REDEEMABLE PREFERRED SHARES The Exchange Offer will expire at 5:00 p.m., New York City time, on May 31, 2022, unless e |
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| May 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class of Securities) 75903M200 (CUSIP Number of |
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| May 3, 2022 |
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 2, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 3, 2022 |
Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL OFFER TO EXCHANGE 10.875% Series A Cumulative Redeemable Preferred Shares (CUSIP No. 75903M200) of Regional Health Properties, Inc. for 12.5% Series B Cumulative Redeemable Preferred Shares of Regional Health Properties, Inc. THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MAY 31, 2022, UNLESS EXTENDED (SUCH DATE AN |
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| May 3, 2022 |
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): March 2, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commissi |
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| May 3, 2022 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Convening and Adjournment of Special Meeting, Information for Reconvened Special Meeting and Extension of Exchange Offer ATLANTA, GA, May 3, 2022 ? Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (?RHE? or the ?Company?), a self-managed healthcare real estate investment company that invests primarily in real esta |
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| May 3, 2022 |
425 1 rhe-425.htm 425 Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number: 001-33135 EXPLANATORY NOTE On May 3, 2022, Regional Health Properties, Inc. issued the foll |
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| April 19, 2022 |
425 1 rhe-425.htm 425 Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number: 001-33135 EXPLANATORY NOTE On April 19, 2022, Regional Health Properties, Inc. issued the f |
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| April 18, 2022 |
Entry into a Material Definitive Agreement 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): April 15, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commiss |
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| April 6, 2022 |
425 1 rhe-425.htm 425 COMMON STOCK SHAREHOLDER LETTER Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number: 001-33135 EXPLANATORY NOTE On April 6, 2022, Regional Healt |
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| April 6, 2022 |
Filed by: Regional Health Properties, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 13e-4(c), Rule 14d-2(b) and Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Regional Health Properties, Inc. Commission File Number: 001-33135 EXPLANATORY NOTE On April 6, 2022, Regional Health Properties, Inc. issued the following notice via ema |
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| March 29, 2022 |
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): March 28, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commiss |
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| March 29, 2022 |
Exhibit 99.1 Regional Health Properties, Inc. Announces Convening and Adjournment of Special Meeting, Information for Reconvened Special Meeting and Extension of Exchange Offer ATLANTA, GA, March 29, 2022 ? Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHE-PA) (?RHE? or the ?Company?), a self-managed healthcare real estate investment company that invests primarily in real e |
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| March 29, 2022 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-256667 Prospectus Supplement No. 1 (To Proxy Statement/Prospectus dated February 28, 2022) REGIONAL HEALTH PROPERTIES, INC. OFFER TO EXCHANGE 10.875% SERIES A CUMULATIVE REDEEMABLE PREFERRED SHARES FOR 12.5% SERIES B CUMULATIVE REDEEMABLE PREFERRED SHARES The Exchange Offer will expire at 5:00 p.m., New York City time, on May 2, 2022, unless ea |
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| March 29, 2022 |
SC TO-I/A 1 d343979dsctoia.htm SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 REGIONAL HEALTH PROPERTIES, INC. (Name of Subject Company and Filing Person (Issuer)) 10.875% Series A Cumulative Redeemable Preferred Shares (Title of Class o |
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| March 29, 2022 |
425 1 rhe-425.htm 425 SPECIAL MEETING 8-K & PRESS RELEASE 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): March 28, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-51660 |
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| March 29, 2022 |
Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL OFFER TO EXCHANGE 10.875% Series A Cumulative Redeemable Preferred Shares (CUSIP No. 75903M200) of Regional Health Properties, Inc. for 12.5% Series B Cumulative Redeemable Preferred Shares of Regional Health Properties, Inc. THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MAY 2, 2022, UNLESS EXTENDED (SUCH DATE AND |
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| March 28, 2022 |
Financial Statements and Exhibits 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): March 25, 2022 Regional Health Properties, Inc. (Exact Name of Registrant as Specified in Charter) Georgia 001-33135 81-5166048 (State or Other Jurisdiction of Incorporation) (Commiss |
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| March 7, 2022 |
Letter to Series A Preferred Shareholders-filed herewith. Exhibit 99.3 March 7, 2022 To my fellow Regional Health Properties, Inc. Series A Preferred Shareholders As I trust you are aware, Regional Health Properties, Inc. (the ?Company? or ?Regional Health?) filed a prospectus on February 28, 2022 (the ?Prospectus?) relating to an exchange offer pursuant to which, among other things, each share of 10.875% Series A Cumulative Redeemable Preferred Stock (t |
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| March 7, 2022 |
SC 13D/A 1 e621414sc13da-rhp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D under the Securities Exchange Act of 1934 (Amendment No. 7) REGIONAL HEALTH PROPERTIES, INC. (Name of Issuer) 10.875% Series A Cumulative Redeemable Preferred Stock (Title of Class of Securities) 75903M200 (CUSIP Number of Class of Securities) Charles L. Frischer 3156 East Laurelhurst Drive Seat |
