8-KOther EventsExhibits & Filings

WELLTOWER INC. 8-K Report, Corporate Update (Nov 16, 2010)

Filed November 16, 2010For Securities:WELL

Summary

Health Care REIT, Inc. (now Welltower Inc.) announced on November 16, 2010, the successful issuance of $450 million in aggregate principal amount of 4.950% senior notes due 2021. This debt offering was conducted under an existing automatic shelf registration statement and was underwritten by a syndicate of major financial institutions. The notes are governed by an indenture dated March 15, 2010, as supplemented by a fourth supplemental indenture executed on the date of the offering. This issuance represents a significant capital raise for the company, likely intended to fund future growth, acquisitions, or refinance existing debt. The fixed interest rate of 4.950% and the 2021 maturity provide a clear debt profile for investors. The filing also details the various legal and financial exhibits associated with this transaction, including underwriting agreements, opinions from legal counsel, and a statement regarding the company's ratio of earnings to fixed charges.

Key Highlights

  • 1Health Care REIT, Inc. successfully issued $450 million in senior notes due 2021.
  • 2The notes carry a fixed interest rate of 4.950% per year.
  • 3The debt offering was conducted on November 16, 2010, under an existing shelf registration statement.
  • 4Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Agricole Securities (USA) Inc., Deutsche Bank Securities Inc., and UBS Securities LLC acted as underwriters.
  • 5The issuance is governed by an Indenture dated March 15, 2010, and a Supplemental Indenture No. 4 dated November 16, 2010.
  • 6The company provided a Statement Regarding Computation of Ratio of Earnings to Fixed Charges.
  • 7The filing includes various exhibits such as the Underwriting Agreement, Indenture, Supplemental Indentures, and legal opinions.

Frequently Asked Questions

This 8-K filing announces the 'Other Events' related to Health Care REIT, Inc.'s (now Welltower Inc.) issuance of $450 million in senior notes due 2021.

The notes have an aggregate principal amount of $450 million, a fixed interest rate of 4.950% per year, and mature on January 15, 2021. Interest is payable semi-annually on January 15 and July 15, commencing July 15, 2011.

The issuance represents a significant capital infusion for the company, potentially for strategic investments or to strengthen its financial position. The fixed interest rate and maturity date provide clarity on future debt obligations and financing costs.

The filing includes several exhibits that provide detailed information, including the Underwriting Agreement, the Indenture, Supplemental Indenture No. 4, and legal opinions from Shumaker, Loop & Kendrick, LLP and Arnold & Porter LLP.