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)
January 7, 1999 (November 6, 1998)
- --------------------------------------------------------------------------
HEALTH CARE PROPERTY INVESTORS, INC.
(Exact name of registrant as specified in its charter)
- --------------------------------------------------------------------------
Maryland 1-8895 33-0091377
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation of Organization) File Number) Identification No.)
4675 MacArthur Court, 9th Floor
Newport Beach, CA 92660
(Address of principal executive offices)
(949) 221-0600
(Registrant's telephone number, including area code)
ITEM 2. ACQUISITION OF ASSETS
During the period from November 6, 1998 through December 23, 1998, Health
Care Property Investors, Inc. and its affiliates and subsidiaries (the
"Company") acquired from unrelated parties 12 long-term care facilities and
13 medical office buildings in five separate transactions for an aggregate
purchase price of approximately $125,348,000. The Company acquired the
long-term care facilities subject to existing triple-net leases to three
separate operators. The medical office buildings were leased to multiple
tenants on a gross or modified gross basis under which the Company may be
responsible for property taxes, repairs and maintenance and/or insurance on
those properties. These acquisitions were funded by bank borrowings on the
Company's revolving bank lines of credit, by the assumption of debt, by
equity contributed by the seller and by cash on hand. As of January 7,
1999, the Company has approximately $85,000,000 outstanding on its
revolving bank lines of credit.
Facility Acquisition Purchase
Facility Name City State Type Beds Units Date Price
- ------------------------------------------------------------------------------------------------------------------------
FOUR SEASONS BAD AXE MI LTC 120 0 11/06/98 4,870,000
SEABREEZE CARE CENTER TEXAS CITY TX LTC 107 0 11/06/98 3,025,000
EAGLE HIGHLANDS OUTPATIENT CENTER INDIANAPOLIS IN MOB(1) 0 0 12/04/98 2,508,750
METHODIST MEDICAL PLAZA BROWNSBURG BUILDING BROWNSBURG IN MOB(1) 0 0 12/04/98 1,128,750
METHODIST MEDICAL PLAZA EAST BUILDING INDIANAPOLIS IN MOB(1) 0 0 12/04/98 10,966,750
METHODIST MEDICAL PLAZA GLENDALE BUILDING INDIANAPOLIS IN MOB(1) 0 0 12/04/98 4,064,750
METHODIST MEDICAL PLAZA GREENWOOD BUILDING INDIANAPOLIS IN MOB(1) 0 0 12/04/98 7,627,750
ZIONSVILLE MEDICAL CENTER INDIANAPOLIS IN MOB(1) 0 0 12/04/98 2,082,750
EAGLE HIGHLANDS OFFICE PARK INDIANAPOLIS IN MOB(1) 0 0 12/04/98 3,200,750
EAGLE HIGHLANDS BUSINESS CENTER INDIANAPOLIS IN MOB(1) 0 0 12/04/98 6,475,750
EAGLE HIGHLANDS ACORDIA SENIOR INDIANAPOLIS IN MOB(1) 0 0 12/04/98 2,400,750
EAGLE HIGHLANDS ACORDIA SMALL INDIANAPOLIS IN MOB(1) 0 0 12/04/98 2,700,750
METHODIST MEDICAL PLAZA I INDIANAPOLIS IN MOB(1) 0 0 12/04/98 4,500,750
METHODIST MEDICAL PLAZA II INDIANAPOLIS IN MOB(1) 0 0 12/04/98 6,800,750
METHODIST MEDICAL PLAZA CARMEL INDIANAPOLIS IN MOB(1) 0 0 12/04/98 13,700,750
MOUNTAIN VIEW CHRISTIAN HOME HILLSDALE PA LTC 89 0 12/23/98 3,293,000
BROOKVIEW MANOR INDIANAPOLIS IN LTC 144 0 12/23/98 2,400,000
NORTH WILLOW CENTER INDIANAPOLIS IN LTC 208 0 12/23/98 7,800,000
CONTINENTAL CONVALESCENT CENTER INDIANAPOLIS IN LTC 54 0 12/23/98 2,000,000
CHURCHMAN MANOR INDIANAPOLIS IN LTC 118 0 12/23/98 2,400,000
GREENBRIAR MANOR INDIANAPOLIS IN LTC 150 0 12/23/98 6,000,000
BRANDYWINE MANOR GREENFIELD IN LTC 132 0 12/23/98 3,400,000
ROLLING HILLS CONVALESCENT CENTER ANDERSON IN LTC 166 0 12/23/98 8,000,000
THREE RIVERS CENTER FORT WAYNE IN LTC 144 0 12/23/98 3,500,000
MAPLEWOOD MANOR TERRE HAUTE IN LTC 249 0 12/23/98 10,500,000
---- --- ------------
1681 0 125,347,750
---- --- ------------
- ----------------------------
(1) The medical office buildings encompass approximately 687,000
square feet.
The Company believes these acquisitions are consistent with the
Company's historical business strategy of acquiring and concurrently
leasing health care facilities. In assessing the facilities, the
Company considered the type, location, age, design and physical
condition of the facilities acquired, as well as historical, if
applicable, and projected operating results of the health care
operations conducted at the facilities. Additionally, the Company
considers the operating ability, financial condition and reputation of
the operator to which the acquired facilities are to be leased. The
Company, after reasonable inquiry, is not aware of any material
factors that would cause the financial information reported not to be
necessarily indicative of future operating results, although no
assurance can be given by the Company regarding actual future
operating results. The Company intends to continue the current use of
each property.
Although no single acquisition is considered a "significant
acquisition" pursuant to the rules governing the reporting of
transactions on Form 8-K and under Rule 3-14 of Regulation S-X, these
acquisitions in the aggregate, may be considered to be material in
nature. Certain audited pro forma financial information concerning
these properties will be provided in Item 7 of a future Report on Form
8-K/A to be filed within 60 days.
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 thereunto duly authorized.
Date: January 7, 1999 HEALTH CARE PROPERTY INVESTORS, INC.
(REGISTRANT)
/S/ James G. Reynolds
-----------------------------
James G. Reynolds
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
/S/ Devasis Ghose
-----------------------------
Devasis Ghose
Senior Vice President-Finance and Treasurer
(Principal Accounting Officer)