8-KOther EventsExhibits & Filings

WELLTOWER INC. 8-K Report, Corporate Update (Aug 19, 2019)

Filed August 19, 2019For Securities:WELL

Summary

Welltower Inc. (WELL) announced the issuance of $1.2 billion in new debt through two separate notes offerings on August 19, 2019. This includes $450 million of 3.625% Notes due 2024 and $750 million of 3.100% Notes due 2030. These offerings were made under an existing shelf registration statement and were underwritten by major financial institutions. The primary purpose of this debt issuance is to refinance existing, higher-interest debt. Specifically, a portion of the net proceeds will be used to redeem all outstanding 4.950% Senior Notes due 2021 and 5.250% Senior Notes due 2022. This strategic move suggests an effort by Welltower to optimize its capital structure and reduce its overall interest expense, which is a positive development for investors focused on cost management and financial efficiency.

Key Highlights

  • 1Welltower Inc. successfully issued $450 million in 3.625% Notes due 2024 and $750 million in 3.100% Notes due 2030, totaling $1.2 billion in new debt.
  • 2The 2024 Notes are fungible with and consolidate into the existing 3.625% Notes due 2024 previously issued in February 2019.
  • 3The offerings were conducted under an automatic shelf registration statement filed in May 2018.
  • 4Key underwriters for the transaction included Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, and KeyBanc Capital Markets Inc.
  • 5Proceeds from the new notes will be used to redeem the Company's outstanding 4.950% Senior Notes due 2021 and 5.250% Senior Notes due 2022.
  • 6This debt refinancing is expected to reduce Welltower's overall interest expense and improve its capital structure.
  • 7The 2024 Notes mature on March 15, 2024, and the 2030 Notes mature on January 15, 2030.

Frequently Asked Questions

The primary purpose of issuing these new notes was to refinance existing, higher-interest debt. Welltower plans to use a portion of the net proceeds to redeem all of its outstanding 4.950% Senior Notes due 2021 and 5.250% Senior Notes due 2022.

By refinancing higher-cost debt with lower-cost debt (3.625% and 3.100% versus 4.950% and 5.250%), Welltower aims to reduce its overall interest expense. This can lead to improved profitability and potentially a stronger balance sheet.

Yes, the new $450 million of 3.625% Notes due 2024 are a further issuance of, are fungible with, and will be consolidated and form a single series with the $500 million of 3.625% Notes due 2024 that Welltower issued on February 15, 2019. This means they have the same terms and interest rate.

The 3.625% Notes due 2024 mature on March 15, 2024. The 3.100% Notes due 2030 mature on January 15, 2030.