8-KMaterial AgreementsFinancial EventsExhibits & Filings

WELLTOWER INC. 8-K Report, Material Agreement (Jul 24, 2018)

Filed July 24, 2018For Securities:WELL

Summary

Welltower Inc. (WELL) filed an 8-K on July 23, 2018, to announce the entry into a new, more substantial Credit Agreement on July 19, 2018. This new agreement consolidates and replaces the Company's previous credit facilities, increasing the total borrowing capacity to $3.5 billion (composed of a $3 billion revolving facility and $500 million USD term facility, plus CAD 250 million CAD term facility). This move is generally positive for investors as it provides greater financial flexibility and potentially better borrowing terms. The extended maturity dates (July 2022 for the revolving facility and July 2023 for term facilities, with extension options) offer a longer runway for operations and strategic initiatives. Key aspects of the new agreement include an expanded total facility size, potentially favorable interest rates tied to Welltower's debt ratings, and the option to increase credit availability by an additional $1 billion USD and CAD 250 million. The termination of the prior credit agreement and repayment of outstanding amounts indicate a clean slate and a strategic refinancing of the Company's debt structure. Investors should view this as a proactive measure to enhance liquidity and financial robustness.

Key Highlights

  • 1Welltower Inc. entered into a new, larger Credit Agreement totaling $3.5 billion USD plus CAD 250 million, replacing its previous credit facilities.
  • 2The new agreement consists of a $3 billion unsecured revolving credit facility (maturing July 2022, extendable) and a $500 million USD unsecured term credit facility (maturing July 2023).
  • 3An additional CAD 250 million unsecured term credit facility is also part of the new agreement.
  • 4The Company has the option to increase credit availability by up to an additional $1 billion USD and CAD 250 million, subject to lender commitment.
  • 5Interest rates are variable, based on the Company's debt ratings plus applicable margins for LIBOR, CDOR, or base rate loans.
  • 6The previous credit agreement (dated May 13, 2016) and all commitments under it were terminated, with all outstanding amounts repaid.
  • 7The new agreement provides Welltower with enhanced financial flexibility and a longer maturity profile for its debt.

Frequently Asked Questions

The new credit agreement provides a total of $3.5 billion USD (comprising a $3 billion revolving facility and a $500 million USD term facility) and CAD 250 million.

The unsecured revolving credit facility matures on July 19, 2022, with options for two six-month extensions. The USD and CAD unsecured term credit facilities mature on July 19, 2023.

Yes, Welltower has the right to increase the available credit by up to an additional $1 billion USD and CAD 250 million, subject to lenders' commitment.

The previous credit agreement, dated May 13, 2016, was terminated effective July 19, 2018, and all outstanding amounts under it were fully repaid.