Form 8-K HEALTHCARE TRUST OF AMER For: Oct 28
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E-mailUNITED 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): October 28, 2014 (October 28, 2014)
HEALTHCARE TRUST OF AMERICA, INC.
HEALTHCARE TRUST OF AMERICA HOLDINGS, LP
(Exact name of registrant as specified in its charter)
Maryland | 001-35568 | 20-4738467 | ||
Delaware | 333-190916 | 20-4738347 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
� | � | � | ||
16435 N. Scottsdale Road, Suite�320 | � | � | ||
Scottsdale, Arizona | � | 85254 | ||
(Address of principal executive offices) | � | (Zip Code) | ||
(480) 998-3478
(Registrants telephone number, including area code)
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:
o | Written communications pursuant to Rule�425 under the Securities Act (17 CFR 230.425) |
� | � |
o | Soliciting material pursuant to Rule�14a-12 under the Exchange Act (17 CFR 240.14a-12) |
� | � |
o | Pre-commencement communications pursuant to Rule�14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
� | � |
o | Pre-commencement communications pursuant to Rule�13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item�8.01 | Other Events. |
Healthcare Trust of America, Inc. (NYSE: HTA) ( HTA ) announced today that its Board of Directors declared a cash dividend for the quarter ending December 31, 2014. The dividend will be paid on January 6, 2015 to stockholders of record on December 29, 2014. This dividend, in the amount of $0.145 per share, represents an annualized rate of $0.58 per share. This rate represents a yield of 4.6% based on the closing stock price as of October 27, 2014.
The amount of dividends HTA pays to its stockholders is determined by HTAs Board of Directors, at its discretion, and is dependent on a number of factors, including funds available for the payment of distributions, HTAs financial condition, capital expenditure requirements and annual distribution requirements needed to maintain HTAs status as a real estate investment trust under the Internal Revenue Code. HTAs Board of Directors may reduce its dividend rate and HTA cannot guarantee the amount of dividends paid in the future, if any.
Item�9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
99.1 | Press Release dated October 28, 2014. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
� | Healthcare Trust of America, Inc.� | � | |
Date: October 28, 2014� | By: | /s/ Scott D. Peters � | � |
� | � | Name: Scott D. Peters | � |
� | � | Title: Chief Executive Officer, President and Chairman | � |
� | Healthcare Trust of America Holdings, LP | � | |
� | � | � | � |
� | By: | Healthcare Trust of America, Inc., | � |
� | � | its General Partner | � |
� | � | � | � |
Date: October 28, 2014� | By: | /s/ Scott D. Peters � | � |
� | � | Name: Scott D. Peters | � |
� | � | Title: Chief Executive Officer, President and Chairman | � |
Exhibit 99.1
�
PRESS RELEASE
Financial Contact: | Media Contact: | ||
Robert Milligan | Kristen Armstrong | ||
Chief Financial Officer | Executive Assistant to the CEO | ||
Healthcare Trust of America, Inc. | Healthcare Trust of America, Inc. | ||
480.998.3478 | 480.998.3478 | ||
Healthcare Trust of America Announces Fourth Quarter Dividend
SCOTTSDALE, AZ, October 28, 2014 Healthcare Trust of America, Inc. (NYSE: HTA) announced today that its board of directors has declared a cash dividend for the quarter ending December 31, 2014. The dividend will be paid on January 6, 2015 to stockholders of record on December 29, 2014. This dividend, in the amount $0.145 per share, represents an annualized rate of $0.58 per share. This represents an annualized yield of 4.6% based on the closing price of HTAs Class A common stock on October 27, 2014.
The amount of dividends HTA pays to its stockholders is determined by HTAs board of directors, at its discretion, and is dependent on a number of factors, including funds available for the payment of distributions, HTAs financial condition, capital expenditure requirements and annual distribution requirements needed to maintain HTAs status as a real estate investment trust under the Internal Revenue Code. HTAs board of directors may reduce its dividend rate and HTA cannot guarantee the amount of dividends paid in the future, if any.
About Healthcare Trust of America, Inc.
Healthcare Trust of America, Inc. (NYSE: HTA), a publicly traded real estate investment trust, is a full-service real estate company focused on acquiring, owning and operating high-quality medical office buildings that are predominantly located on or aligned with campuses of nationally or regionally recognized healthcare systems in the U.S. Since its formation in 2006, HTA has invested approximately $3.3 billion to build a portfolio of properties that is comprised of approximately 14.6 million square feet of gross leasable area located in 27 states. It operates its properties through regional offices in Scottsdale, Albany, Atlanta, Boston, Charleston, Dallas, Indianapolis, Miami and Pittsburgh.
For more information on Healthcare Trust of America, Inc., please visit www.htareit.com.����
FORWARD-LOOKING LANGUAGE
This press release contains certain forward-looking statements. Forward-looking statements are based on current expectations, plans, estimates, assumptions and beliefs, including expectations, plans, estimates, assumptions and beliefs about HTA, stockholder value and earnings growth.
The forward-looking statements included in this press release are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond HTAs control. Although HTA believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, HTAs actual results and performance could differ materially and in adverse ways from those set forth in the forward-looking statements. Factors which could have a material adverse effect on HTAs operations and future prospects include, but are not limited to:
"��changes in economic conditions affecting the healthcare property sector, the commercial real estate market and the credit market;
"��competition for acquisition of medical office buildings and other facilities that serve the healthcare industry;
"��economic fluctuations in certain states in which HTAs property investments are geographically concentrated;
"��retention of HTAs senior management team;
"��financial stability and solvency of HTAs tenants;
"��supply and demand for operating properties in the market areas in which HTA operates;
"��HTAs ability to acquire real properties, and to successfully operate those properties once acquired;
"��changes in property taxes;
"��legislative and regulatory changes, including changes to laws governing the taxation of REITs and changes to laws governing the healthcare industry;
"��fluctuations in reimbursements from third party payors such as Medicare and Medicaid;
" | delays in liquidating defaulted mortgage loan investments |
"��changes in interest rates;
"��the availability of capital and financing;
"��restrictive covenants in HTAs credit facilities;
"��changes in HTAs credit ratings;
"��HTAs ability to remain qualified as a REIT;
"��changes in accounting principles generally accepted in the United States of America, policies and guidelines applicable to REITs; and
"��the risk factors set forth in HTAs 2013 Annual Report on Form 10-K for the year ended December 31, 2013 and in HTAs Quarterly Reports on Form 10-Q.����
Forward-looking statements speak only as of the date made. Except as otherwise required by the federal securities laws, HTA undertakes no obligation to update any forward-looking statements to reflect the events or circumstances arising after the date as of which they are made. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on the forward-looking statements included in this press release or that may be made elsewhere from time to time by, or on behalf of, HTA.
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