hr-202407030001360604False00013606042024-07-032024-07-03
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 3, 2024 (July 3, 2024)
Healthcare Realty Trust Incorporated
(Exact name of registrant as specified in its charter) | | | | | | | | | | | | | | | | | | | | | | | |
| Maryland | | 001-35568 | | 20-4738467 | |
| (State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification No.) | |
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| 3310 West End Avenue, Suite 700 | Nashville, | Tennessee | 37203 | | | | (615) | 269-8175 | | | |
| (Address of Principal Executive Office and Zip Code) | | | (Registrant’s telephone number, including area code) | | |
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www.healthcarerealty.com |
| (Internet address) |
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | | | | | | | |
| Title of each class | | Trading symbol(s) | | Name of each exchange on which registered |
| Class A Common Stock, $0.01 par value per share | | HR | | New York Stock Exchange |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | | | | | |
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter): If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Asset Sales and Joint Ventures Press Release
On July 3, 2024, Healthcare Realty Trust Incorporated (the “Company”) issued a press release providing an update on its 2024 asset sales and joint venture momentum. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.
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| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. | | | | | |
| 99.1 | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. | | | | | | | | | | | |
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| | Healthcare Realty Trust Incorporated | |
| Date: July 3, 2024 | By: | /s/ J. Christopher Douglas | |
| | | Name: J. Christopher Douglas | |
| | | Title: Executive Vice President - Chief Financial Officer | |
DocumentRon Hubbard
Vice President, Investor Relations
P: 615.269.8290
News Release
HEALTHCARE REALTY TRUST PROVIDES UPDATE ON ASSET SALES AND JOINT VENTURE MOMENTUM
Over $1 billion of proceeds expected from completed and planned transactions
Increasing KKR JV to $500 million in value with planned asset contributions
Expanding Nuveen Real Estate JV relationship with an intended $400 million in asset contributions
NASHVILLE, Tennessee, July 3, 2024 - Healthcare Realty Trust Incorporated (NYSE:HR) today announced it has generated approximately $400 million of proceeds from joint venture (JV) and asset sale transactions year-to-date. The Company also has additional asset sale and JV transactions under contract or LOI that are now expected to increase proceeds to over $1 billion. The majority of these transactions are expected to be completed in the third quarter, and proceeds are expected to fund accretive, leverage neutral share repurchases and existing capital commitments.
As previously disclosed, KKR has committed up to an additional $600 million of capital to increase the potential value of its 80/20 JV with Healthcare Realty beyond the initial property contributions. In the near term, additional property contributions are expected to generate incremental proceeds for Healthcare Realty of approximately $100 million in August. These contributions would increase the value of the JV to approximately $500 million.
The Company also announced the expansion of its existing JV relationship with Nuveen Real Estate (“Nuveen”) which has previously been referred to as TIAA. Healthcare Realty expects to contribute approximately $400 million of assets to a new Nuveen JV in two phases at a cap rate of approximately 6.6%. In the first phase, which is expected to be completed in August, Healthcare Realty will contribute eight of its existing properties to the new Nuveen JV at a value of $193 million. Nuveen will fund a contribution equal to 80% of the equity value. Healthcare Realty will retain a 20% equity interest and will continue to oversee day-to-day operations and leasing of the properties. The JV is expected to utilize secured financing of approximately 40% of the contributed value. The closing of the transactions is subject to satisfaction of customary closing and financing conditions.
“We are quickly approaching $1 billion of proceeds from asset sale and JV transactions. Our top capital allocation priority is redeploying these proceeds to fund accretive, leverage neutral share repurchases,” stated Todd Meredith, President and CEO. “We are especially pleased to expand our existing joint venture relationships, providing us with proceeds in the current market environment and alternative sources of growth capital over the longer term.”
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About Healthcare Realty
Healthcare Realty is a real estate investment trust (REIT) that owns and operates medical outpatient buildings primarily located around market-leading hospital campuses. The Company selectively grows its portfolio through property acquisition and development. As the first and largest REIT to specialize in medical outpatient buildings, Healthcare Realty’s portfolio includes nearly 700 properties totaling over 40 million square feet concentrated in 15 growth markets. Additional information regarding the Company can be found at www.healthcarerealty.com.
In addition to the historical information contained within, the matters discussed in this press release may contain forward-looking statements that involve risks and uncertainties. These risks are discussed in filings with the Securities and Exchange Commission by Healthcare Realty, including its Annual Report on Form 10-K for the year ended December 31, 2023, under the heading “Risk Factors,” and in its Quarterly Reports filed thereafter and in the Company’s other SEC filings. Forward-looking statements represent the Company’s judgment as of the date of this release. The Company disclaims any obligation to update forward-looking statements.
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