1 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 13, 1995 MEDITRUST -------------------------------------------------------------- (Exact name of registrant as specified in charter) Massachusetts 0-14022 04-6532031 - -------------------------------------------------------------------------------- (State of (Commission (I.R.S. Employer Incorporation) File No.) Identification No.) 197 First Avenue, Needham, Massachusetts 02194 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(617) 433-6000 2 ITEM 5. OTHER EVENTS Meditrust (NYSE:MT) announced on July 13, 1995 record increases in net income, cash flow and revenues for the quarter ended June 30, 1995. For the second quarter ended June 30, 1995, Meditrust had net income of $30,929,000 or $0.63 per share (based on 49,194,000 shares) compared to $19,008,000 or $0.56 per share (based on 34,192,000 shares) for the same period a year earlier. For the three months ended June 30, 1995, the Company had cash flow from operating activities available for distribution, the basis for which dividends are determined, of $36,309,000 or $0.74 per share versus $24,181,000 or $0.71 per share for the same period a year earlier. Revenues for the second quarter of 1995 were $52,437,000 versus $42,378,000 for the second quarter of 1994. For the six months ended June 30, 1995, net income increased to $55,112,000 or $1.23 per share (based on 44,917,000 shares), compared to $36,713,000 or $1.09 per share (based on 33,817,000 shares) for the similar period in 1994. For the six months ended June 30, 1995, the Company had cash flow from operating activities available for distribution of $65,751,000 versus $47,231,000 for the same period a year earlier. Revenues for the six months ended June 30, 1995 were $101,370,000 versus $83,373,000 for the same period in 1994. MEDITRUST FINANCIAL RESULTS THREE MONTHS ENDED SIX MONTHS ENDED June 30, (Unaudited) June 30, (Unaudited) -------------------- -------------------- (In thousands except per 1995 1994 1995 1994 share amounts) ---- ---- ---- ---- REVENUES $ 52,437 $ 42,378 $101,370 83,373 NET INCOME 30,929 19,008 55,112 36,713 EARNINGS PER SHARES .63 .56 1.23 1.09 CASH FLOW FROM OPERATING 36,309 24,181 65,751 47,231 ACTIVITIES CASH FLOW FROM OPERATING .74 .71 1.46 1.40 ACTIVITIES PER SHARE WEIGHTED AVERAGE NUMBER 49,194 34,192 44,917 33,817 OF SHARES OUTSTANDING -2- 3 Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits Exhibit No. Description ----------- ----------- 1 Form of Underwriting Agreement 4.1 Form of Indenture Supplement 4.2 Form of 7.375% Note due July 15, 2000 (included in Exhibit 4.1) 4.3 Form of 7.6% Note due July 15, 2001 (included in Exhibit 4.1) 25 Form T-1, Statement of Eligibility of Fleet National Bank 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. MEDITRUST ------------------------------ July 20, 1995 /s/ Lisa P. McAlister ------------------------------ Lisa P. McAlister Vice President and Treasurer -3-