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): June 12, 2017
Griffin-American Healthcare REIT IV, Inc.
(Exact name of registrant as specified in its charter)
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| Maryland | | 000-55775 | | 47-2887436 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
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18191 Von Karman Avenue, Suite 300 Irvine, California | | 92612 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (949) 270-9200
Not Applicable
Former name or former address, if changed since last report
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:
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| 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).
Emerging growth company x
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. x
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 13, 2017, we held our 2017 Annual Meeting of Stockholders. At the meeting, our stockholders voted on the following two proposals: (i) to elect five directors, each to hold office for a one-year term expiring at the 2018 Annual Meeting of Stockholders and until his or her successor is duly elected and qualifies; and (ii) to ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2017. The two proposals are described in detail in our definitive proxy statement, dated April 7, 2017, as filed with the Securities and Exchange Commission on Schedule 14A on April 4, 2017.
The two proposals were approved by our stockholders by the requisite vote necessary for approval. The votes with respect to each of the proposals are set forth below.
Proposal 1. To elect five directors, each to hold office for a one-year term expiring at the 2018 Annual Meeting of Stockholders and until his or her successor is duly elected and qualifies:
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| Nominee | | | Shares For | | | Shares Withheld | | Broker Non-Votes |
| Jeffrey T. Hanson | | | 5,299,025 | | | | 73,716 | | | | 3,930,150 | |
| Ronald J. Lieberman | | | 5,295,911 | | | | 76,830 | | | | 3,930,150 | |
| Brian J. Flornes | | | 5,295,016 | | | | 77,725 | | | | 3,930,150 | |
| Dianne Hurley | | | 5,296,769 | | | | 75,972 | | | | 3,930,150 | |
| Wilbur H. Smith III | | | 5,293,959 | | | | 78,782 | | | | 3,930,150 | |
Proposal 2. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2017:
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| Shares For | | | | | | | 9,103,873 | |
| Shares Against | | | | | | | 29,514 | |
| Shares Abstained | | | | | | | 169,504 | |
No broker non-votes were cast in the ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm.
No other proposals were submitted to a vote of our stockholders at the annual meeting.
Item 8.01 Other Events.
Lawrenceville MOB
On June 12, 2017, we acquired Lawrenceville MOB from Salem Gwinnett Properties Associates LLC, or seller, an unaffiliated third party, for a contract purchase price of $11,275,000, plus closing costs. We financed the purchase of Lawrenceville MOB through the assumption of a loan held by seller, which had a current principal balance of approximately $8,000,000 as of the time of acquisition, and the remaining balance using cash proceeds from our initial public offering and borrowings under our revolving line of credit with Bank of America, N.A. and KeyBank, National Association. In connection with the acquisition of Lawrenceville MOB, we paid to Griffin-American Healthcare REIT IV Advisor, LLC, our advisor, a base acquisition fee of approximately $254,000, or 2.25% of the contract purchase price of Lawrenceville MOB. Additionally, as described more fully in the prospectus for our initial public offering, we have accrued for a contingent advisor payment of approximately $254,000, or 2.25% of the contract purchase price of the property, which shall be paid to our advisor, subject to the satisfaction of certain conditions.
Lawrenceville MOB is a two-story medical office building located in Lawrenceville, Georgia that consists of approximately 31,000 square feet and is currently 100% leased to Gwinnett Cardiology Services, L.L.C. Medical services provided at Lawrenceville MOB include cardiology and imaging.
On June 15, 2017, American Healthcare Investors, LLC, one of our co-sponsors and the managing member of our advisor, issued a press release announcing our acquisition of Lawrenceville MOB. A copy of the press release, which is hereby incorporated into this filing in its entirety, is attached to this Current Report on Form 8-K as Exhibit 99.1.
Distributions
On June 13, 2017, our board of directors authorized a daily distribution to our Class T and Class I stockholders of record as of the close of business on each day of the period commencing on July 1, 2017 and ending on September 30, 2017. The daily distributions will be calculated based on 365 days in the calendar year and will be equal to $0.001643836 per share of our common stock, which is equal to an annualized distribution of $0.60 per share. These distributions will be aggregated and paid in cash or shares of our common stock pursuant to our distribution reinvestment plan monthly in arrears. The distributions declared for each record date in the July 2017, August 2017 and September 2017 periods will be paid in August 2017, September 2017 and October 2017, respectively, only from legally available funds.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. | | Description |
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| 99.1 | | American Healthcare Investors, LLC Press Release, dated June 15, 2017 |
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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| | | Griffin-American Healthcare REIT IV, Inc. |
| June 15, 2017 | | |
| | | By:/s/ Jeffrey T. Hanson |
| | | Name: Jeffrey T. Hanson |
| | | Title: Chief Executive Officer |
Exhibit Index
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| Exhibit No. | | Description |
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| 99.1 | | American Healthcare Investors, LLC Press Release, dated June 15, 2017 |
