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Welltower OP LLC issued $1,035,000,000 of its 3.125% Exchangeable Senior Notes due 2029 on July 11, 2024, the company said. The total includes $135,000,000 from the initial purchasers' full exercise of their option to buy additional Notes.

8-K/AUnregistered Sales of Equity Securities (amended)Amended filingFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Welltower OP LLC issued $1,035,000,000 of its 3.125% Exchangeable Senior Notes due 2029 on July 11, 2024, the company said. The total includes $135,000,000 from the initial purchasers' full exercise of their option to buy additional Notes.

  2. The company said the initial exchange rate for the Notes is 7.8177 shares of common stock per $1,000 principal amount, equal to an exchange price of about $127.91 and an exchange premium of about 22.5%, based on the closing price of $104.42 on July 8, 2024.

  3. The company said this amendment is being filed to correct a printer error in 8-K/A. It said the Notes issued amount to $1,035,000,000, including the initial purchasers' full exercise of their option, and the maximum number of shares issuable on exchange to 9,911,884. The maximum exchange rate is 9.5767 shares per $1,000 principal amount of Notes.

  4. The company said it plans to use the net proceeds from the Notes for general corporate purposes, which may include repaying or redeeming debt, including the 4.000% Notes due June 1, 2025, and investing in health care, wellness and seniors housing properties.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Welltower OP LLC Issues 3.125% Exchangeable Senior Notes Due $1,035,000,000

Welltower OP LLC issued $1,035,000,000 of its 3.125% Exchangeable Senior Notes due 2029 on July 11, 2024, the company said. The total includes $135,000,000 from the initial purchasers' full exercise of their option to buy additional Notes.

Source · Based on the filing body and exhibits

Exchange Price About $127.91, Exchange Premium About 22.5%

The company said the initial exchange rate for the Notes is 7.8177 shares of common stock per $1,000 principal amount, equal to an exchange price of about $127.91 and an exchange premium of about 22.5%, based on the closing price of $104.42 on July 8, 2024.

Source · Based on the filing body and exhibits

Amended Filing Corrects Note Amount and Maximum Share Count

The company said this amendment is being filed to correct a printer error in 8-K/A. It said the Notes issued amount to $1,035,000,000, including the initial purchasers' full exercise of their option, and the maximum number of shares issuable on exchange to 9,911,884. The maximum exchange rate is 9.5767 shares per $1,000 principal amount of Notes.

Source · Based on the filing body and exhibits

Use of Net Proceeds

The company said it plans to use the net proceeds from the Notes for general corporate purposes, which may include repaying or redeeming debt, including the 4.000% Notes due June 1, 2025, and investing in health care, wellness and seniors housing properties.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.