8-KRegulation FDOther EventsExhibits & Filings

WELLTOWER INC. 8-K Report, Regulation FD Disclosure (Dec 7, 2010)

Filed December 7, 2010For Securities:WELL

Summary

Welltower Inc. (formerly Health Care REIT, Inc.) announced the successful completion of its public offering of 11,500,000 shares of common stock on December 6, 2010. This offering was facilitated through an Underwriting Agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, and UBS Securities LLC, acting as representatives for the underwriters. The company also exercised its option to purchase an additional 1,500,000 shares, bringing the total shares issued to 11,500,000, which fully satisfied overallotments. This capital raise is a significant event for investors, indicating the company's strategy to expand its equity base and potentially fund future growth initiatives or acquisitions within the healthcare real estate sector. The press release, furnished as an exhibit, provides further details and is available on the company's investor relations website. Investors should note that the information furnished in the press release is not deemed "filed" for Section 18 liability purposes, but it does offer current operational and strategic context.

Key Highlights

  • 1Welltower Inc. (formerly Health Care REIT, Inc.) successfully completed a public offering of 11,500,000 shares of common stock.
  • 2The offering was conducted under an Underwriting Agreement with major representatives including Merrill Lynch, J.P. Morgan, and UBS.
  • 3The company exercised its overallotment option in full, resulting in the issuance of 1,500,000 additional shares, for a total of 11,500,000 shares.
  • 4The proceeds from this offering are expected to provide capital for the company's operations and strategic growth.
  • 5A press release detailing the offering was issued on December 6, 2010, and is available on the company's website.
  • 6The filing includes the Underwriting Agreement, legal opinions, and consents as exhibits.

Frequently Asked Questions

The main event is the successful completion of Welltower Inc.'s (formerly Health Care REIT, Inc.) public offering of 11,500,000 shares of common stock.

A total of 11,500,000 shares were issued. This includes the initial offering and the full exercise of the underwriters' overallotment option for an additional 1,500,000 shares.

The key underwriters, represented by Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, and UBS Securities LLC, facilitated the offering.

More detailed information is available in the press release dated December 6, 2010, which has been furnished as Exhibit 99.1 to this 8-K filing and is also accessible on Welltower's investor relations website (www.hcreit.com).