区域健康物业有限公司 2025年季度报告

(Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period endedSeptember 30,2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period fromtoCommission File Number001-33135 Regional Health Properties, Inc.(Exact name of registrant as specified in its charter) Georgia81-5166048(State or other jurisdictionof incorporation)(I.R.S. EmployerIdentification Number)1050 Crown Pointe Parkway,Suite 720AtlantaGA30338(Address of principal executive offices)(678)869-5116(Registrant's telephone number, including area code)(Former name, former address and former fiscal year, if changed since last report)Securities registered pursuant to Section 12(b) of the Act: (1) On June 11, 2025, NYSE American LLC (“NYSE American”) filed a Form 25 with the U.S. Securities and ExchangeCommission to delist Regional Health Properties, Inc.’s (“Regional”) common stock, no par value (the “Common Stock”), andRegional’s Series A Redeemable Preferred Shares, no par value (the “Series A Preferred Stock”), from NYSE American. TheCommon Stock and the Series A Preferred Stock trade on the OTCQB under the symbols “RHEP” and “RHEPA,” respectively. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was requiredto submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany or an emerging growth company. See definition of "large accelerated filer", "accelerated filer", "smaller reporting company" and"emerging growth company" in Rule 12b-2 of the Exchange Act.: Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes☐No☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.As of November 13, 2025, the registrant had3,934,677shares of common stock, no par value, outstanding. Regional Health Properties, Inc.Form 10-Q Table of Contents Part I.FINANCIAL INFORMATION Item 1.Financial Statements (unaudited)3Consolidated Balance Sheets as of September 30, 2025 and December 31, 20243Consolidated Statements of Operations for the three and nine months ended September 30, 2025 and 20245Consolidated Statements of Stockholders' (Deficit) Equity for the three and nine months ended September30, 2025 and 20246Consolidated Statements of Cash Flows for thenine months ended September 30, 2025 and 20247Notes to Unaudited Consolidated Financial Statements9Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations32Item 3.Quantitative and Qualitative Disclosures About Market Risk42Item 4.Controls and Procedures42 Part II.OTHER INFORMATION Item 1.Legal Proceedings42Item 1A.Risk Factors42Item 2.Unregistered Sales of Equity Securities and Use of Proceeds44Item 3.Defaults upon Senior Securities44Item 4.Mine Safety Disclosures44Item 5.Other Information45Item 6.Exhibits45 Signatures See accompanying notes to unaudited consolidated financial statements. REGIONAL HEALTH PROPERTIES, INC. AND SUBSIDIARIESNotes to Unaudited Consolidated Financial StatementsSeptember 30, 2025 NOTE 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Description of Business Regional Health Properties, Inc.'s (the "Company" or "Regional Health") predecessor was incorporated in Ohio on August 14,1991, under the name Passport Retirement, Inc. In 1995, Passport Retirement, Inc. acquired substantially all of the assets andliabilities of AdCare Health Systems, Inc. and changed its name to AdCare Health Systems, Inc. ("AdCare"). AdCare completed itsinitial public offering in November 2006, relocated its executive offices and accounting operations to Georgia in 2012, and changedits state of incorporation from Ohio to Georgia in December 2013. Regional Health Properties, Inc. is a self-managed real estateinvestment company that invests primarily in real estate purposed for long-term care and senior housing andonepharmacy servicesbusiness. The Co