8-KOther EventsExhibits & Filings

WELLTOWER INC. 8-K Report, Corporate Update (Sep 10, 2004)

Filed September 10, 2004For Securities:WELL

Summary

Health Care REIT, Inc. (WELL) announced a significant financing event through an 8-K filing on September 10, 2004. The company entered into an underwriting agreement on September 9, 2004, for the sale and purchase of 7,000,000 shares of its 7 5/8% Series F Cumulative Redeemable Preferred Stock. This offering is a key move to raise capital for the real estate investment trust. The filing also includes a press release detailing the pricing of this public offering, which was made available on the company's website. Investors should note that this transaction was effective as of August 23rd, 2004. The report details various exhibits related to the underwriting agreement, the preferred stock designation, legal opinions, and a statement regarding the company's fixed charges ratio.

Key Highlights

  • 1WELLTOWER INC. (WELL) entered into an underwriting agreement to sell 7,000,000 shares of 7 5/8% Series F Cumulative Redeemable Preferred Stock.
  • 2The offering was priced and the underwriting agreement was signed on September 9, 2004.
  • 3A press release announcing the offering details was issued and posted on the company's website.
  • 4The effective date for this transaction was August 23, 2004.
  • 5The filing includes various exhibits such as the underwriting agreement, form of certificate of designation, legal opinions, and a statement on the ratio of earnings to fixed charges.
  • 6The company is Health Care REIT, Inc. at the time of this filing, with its principal executive offices in Toledo, Ohio.
  • 7George L. Chapman, Chairman of the Board and Chief Executive Officer, signed the report on behalf of the company.

Frequently Asked Questions

This 8-K filing announces Health Care REIT, Inc.'s (WELL) significant capital-raising activity through a public offering of 7,000,000 shares of its 7 5/8% Series F Cumulative Redeemable Preferred Stock and related underwriting agreement.

The preferred stock being offered is the 7 5/8% Series F Cumulative Redeemable Preferred Stock. This indicates a fixed dividend rate of 7.625% per annum.

The inclusion of legal opinions from Shumaker, Loop & Kendrick, LLP and Arnold & Porter LLP provides assurance on the legality and structure of the offering. The statement on the ratio of earnings to fixed charges and preferred stock dividends helps investors assess the company's ability to meet its fixed payment obligations, including preferred dividends.

The filing states that the effective date for this transaction was August 23rd, 2004, though the underwriting agreement was signed and the press release issued on September 9, 2004.