MacKenzie Realty Capital (Nasdaq: MKZR) outlines NHP tender gains, new dividend

Rhea-AI Filing Summary

MacKenzie Realty Capital, Inc. reports on a tender offer for shares of National Healthcare Properties, Inc. (NHP). The company is under contract to purchase over $1,000,000 in NHP shares at $7.27 per share, and increased the offer size from 150,000 to 300,000 shares. It has begun purchasing approximately 140,000 shares and plans to fund the transaction through an additional loan agreement with Streeterville Capital on terms similar to prior notes. With free-trading NHP shares having closed at $16.08 per share, management cites an unrealized gain of over $1,200,000 that could be realized when the NHP shares become freely tradeable in October, assuming the stock price remains at that level.

Operationally, Aurora at Green Valley, a recently completed multifamily development, is now 100% leased, with net operating income ahead of projections. In addition, wholly owned subsidiary MacKenzie Apartment Communities, Inc. declared and paid its first dividend to MacKenzie of $0.045 per share for the quarter ending June 30, 2026.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

NHP tender offer size: over $1,000,000 Maximum NHP shares in tender: 300,000 shares NHP shares purchased so far: approximately 140,000 shares +4 more

7 metrics

NHP tender offer size over $1,000,000 Under contract to purchase over $1,000,000 in NHP shares

Maximum NHP shares in tender 300,000 shares Offer size increased from 150,000 shares to 300,000 shares

NHP shares purchased so far approximately 140,000 shares Company has begun purchase of approximately 140,000 NHP shares

Tender offer price $7.27 per share Offer price for NHP shares in the tender offer

NHP market price $16.08 per share Free-trading NHP shares closed at $16.08 per share

Unrealized gain on NHP position over $1,200,000 Unrealized gain if NHP price remains and shares become freely tradeable in October

Dividend from subsidiary $0.045 per share Dividend declared and paid for quarter ending June 30, 2026

Key Terms

tender offer, non-traded REIT shares, NOI, FFO profitability, +1 more

5 terms

tender offer financial

"MacKenzie Realty Capital completes successful tender offer; MacKenzie Apartment"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

non-traded REIT shares financial

"Purchasing non-traded REIT shares has been a business strategy that we"

NOI financial

"Aurora at Green Valley, is now 100% leased, and NOI is ahead of projections."

Net operating income (NOI) is the total profit a business makes from its core operations, after subtracting expenses directly related to running the business but before accounting for taxes, interest, or investments. It shows how well the company’s main activities generate earnings and helps investors assess its financial health and profitability without the influence of external factors. Think of it as the money a store earns from sales minus the costs to keep it open.

FFO profitability financial

"After reporting our first quarterly FFO profitability in several years back"

forward-looking statements regulatory

"This press release may contain forward-looking statements within the meaning"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 07/29/2026 - 06:02 AM Accepted by SEC EDGAR 07/28/2026 - 05:53 PM Learn about SEC filing dates

FAQ

What tender offer did MacKenzie Realty Capital (MKZR) undertake for NHP shares?

MacKenzie Realty Capital is under contract to purchase over $1,000,000 in shares of National Healthcare Properties, Inc. (NHP) through a tender offer. The company increased its offer size from 150,000 to 300,000 shares as the transaction progressed.

At what price and volume is MKZR acquiring NHP shares in the tender offer?

MacKenzie Realty Capital is purchasing NHP shares at an offer price of $7.27 per share. It has begun acquiring approximately 140,000 shares under this tender offer, with capacity to purchase up to 300,000 shares in total.

What unrealized gain does MKZR report on its NHP tender offer position?

Based on NHP’s free-trading share price of $16.08 versus the $7.27 offer price, MacKenzie Realty Capital cites an unrealized gain of over $1,200,000. Management notes this gain could be realized when the shares become freely tradeable in October, assuming prices hold.

How will MacKenzie Realty Capital (MKZR) finance its NHP tender offer purchases?

MacKenzie Realty Capital intends to finance the NHP share purchases with an additional loan agreement from Streeterville Capital, a division of Chicago Venture Partners. The company indicates this new loan will be on terms similar to its previous notes with that lender.

What dividend did MacKenzie Apartment Communities pay to MKZR?

MacKenzie Apartment Communities, Inc., a wholly owned subsidiary, declared and paid its first dividend to MacKenzie Realty Capital of $0.045 per share. This dividend relates to the quarter ending June 30, 2026 and is described as the subsidiary’s initial distribution.

What is the leasing and income status of Aurora at Green Valley for MKZR?

Aurora at Green Valley, a recently completed multifamily development owned by MacKenzie Realty Capital, is now 100% leased. Management reports that the property’s net operating income (NOI) is running ahead of projections, contributing to the company’s improving funds-from-operations trend.

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, 2026 

MACKENZIE REALTY CAPITAL INC.

 (Exact name of registrant as specified in its charter)

Maryland		000-55006		45-4355424
(State of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

89 Davis Road, Suite 100 Orinda, California		94563
(Address of principal executive offices)		(Zip Code)

(925) 631-9100

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value	MKZR	Nasdaq Capital Market

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

Emerging growth company ☐

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

☐

Item 7.01 Regulation FD Disclosure.

On July 29, 2026, the Company issued a press release announcing the transaction described above.  A copy of that press release is furnished as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

99.1

Press Release issued July 29, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

	MACKENZIE REALTY CAPITAL, INC.
	(Registrant)
Date: July 29, 2026	By:	/s/ Robert Dixon
		Robert Dixon
		President

8-K 0001550913 false US 0001550913 2026-07-28 2026-07-28

NEWS RELEASE

FOR IMMEDIATE RELEASE

MacKenzie Realty Capital completes successful tender offer; MacKenzie Apartment Communities declares first dividend

Orinda, Calif., (July 29, 2026) – MacKenzie Realty Capital, Inc. (Nasdaq: MKZR) (“MacKenzie” or the “Company”) today announced that it is under contract to purchase over $1,000,000 in shares of National Healthcare Properties, Inc.  (“NHP”) in a tender offer at $7.27 per share.  MacKenzie intends to finance this purchase with an additional loan agreement with Streeterville Capital, a division of Chicago Venture Partners within the coming weeks, under terms similar to previous such notes.  MacKenzie’s tender offer (with its affiliates) for NHP has been so successful that it increased the number of shares it was offering to purchase from 150,000 shares to 300,000.

Robert Dixon, CEO and President of MacKenzie Realty Capital, said, "Purchasing non-traded REIT shares has been a business strategy that we have utilized for many years which is profitable, strengthens our balance sheet, and increases our cash flow. With this loan, the Company has begun the purchase of approximately $1,000,000 of National Healthcare Properties, Inc.  (“NHP”), purchasing approximately 140,000 shares at an offer price of $7.27 per share.   Free-trading shares of NHP closed yesterday at $16.08 per share, and as a result the Company has an unrealized gain of over $1,200,000 which can be realized when our NHP shares become freely tradeable in October, assuming the stock price remains at this level.  We see this as a nice win for the Company.”

Separately, the Company’s recently completed development, Aurora at Green Valley, is now 100% leased, and NOI is ahead of projections.

Robert Dixon said “After reporting our first quarterly FFO profitability in several years back in May, we are pleased to be able to continue the upward trend, with contributions not only from the NHP tender offer but also the recently stabilized Aurora at Green Valley.”

Additionally, the Company’s wholly owned subsidiary, Mackenzie Apartment Communities, Inc. declared and paid its first dividend to MKZR in the amount of $0.045 per share for the quarter ending June 30, 2026.

About MacKenzie Realty Capital, Inc. 

MacKenzie, founded in 2013, is a West Coast-focused REIT that intends to invest at least 80% of its total assets in real property, and up to a maximum of 20% of its total assets in illiquid real estate securities.  We intend for the real property portfolio to be approximately 50% multifamily and 50% boutique class A office. The current portfolio includes interests 8 office properties plus 100% ownership of its multifamily subsidiary, MacKenzie Apartment Communities, Inc., which has 5 multifamily properties and one multifamily development project.

For more information, please contact MacKenzie at (800) 854-8357. Please visit our website at: http://www.mackenzierealty.com

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, among others, our ability to remain financially healthy, and our expected future growth prospects. All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory,” “focus,” “work to,” “attempt,” “pursue,” or the negative of these terms or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. For a further discussion of factors that could cause our future results, performance, or transactions to differ significantly from those expressed in any forward-looking statement, please see the section titled “Risk Factors” in annual reports on Form 10-K and quarterly reports on Form 10-Q that we file with the Securities and Exchange Commission from time to time.

89 Davis Road, Suite 100 • Orinda, California 94563 • Toll-Free (800) 854-8357 • Local (925) 631-9100 • www.mackenzierealty.com

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 7.4 KB

Other Documents

• EX-101 INLINE XBRL TAXONOMY EXTENSION - SCHEMA 3.0 KB
• EX-101 INLINE XBRL TAXONOMY EXTENSION - LABEL LINKBASE 20.3 KB
• EX-101 INLINE XBRL TAXONOMY EXTENSION - PRESENTATION LINKBASE 11.1 KB