Current Report Filing (8-k)
01 September 2022 - 7:05AM
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2022-08-31
2022-08-31
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HTIA:Sec7.375SeriesCumulativeRedeemablePerpetualPreferredStock0.01ParValuePerShareMember
2022-08-31
2022-08-31
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HTIA:Sec7.125SeriesBCumulativeRedeemablePerpetualPreferredStock0.01ParValuePerShareMember
2022-08-31
2022-08-31
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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):
August 31, 2022
Healthcare Trust, Inc.
(Exact Name of Registrant as Specified in its
Charter)
Maryland |
|
001-39153 |
|
38-3888962 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
650 Fifth Avenue, 30th Floor
New York, New York 10019 |
(Address of Principal
Executive Offices) (Zip Code)
Registrant’s telephone number,
including area code: (212) 415-6500
Former name or former address, if changed since last report: Not
Applicable |
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:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: |
|
Trading Symbol(s) |
|
Name of each exchange on which registered: |
7.375% Series A Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
HTIA |
|
The Nasdaq Global Market |
7.125% Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value per share |
|
HTIBP |
|
The Nasdaq Global Market |
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 ¨ |
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. ¨
Item
7.01. Regulation FD Disclosure.
Investor Presentation
and Transcript
Healthcare Trust, Inc.
(the “Company”) prepared an investor presentation containing certain portfolio information and financial highlights. Representatives
of the Company intend to present some of or all of this presentation to current investors and their financial advisors at various conferences
and meetings, including webinars. A copy of the investor presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
On August 31, 2022, the
Company hosted a conference call to discuss its financial and operating results for the quarter ended June 30, 2022. A transcript of the
pre-recorded portion of the webcast is furnished as Exhibit 99.2 to this Current Report on Form 8-K. A copy of the presentation and
replay of this webcast will be available on the Company’s website at www.healthcaretrustinc.com in the news section.
Neither the investor
presentation nor transcript shall be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information
in this Item 7.01, as well as Exhibit 99.1 and Exhibit 99.2, shall not be deemed incorporated by reference into any filing under the Securities
Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.
Forward-Looking Statements
The
statements in this Current Report on Form 8-K that are not historical facts may be forward-looking statements. These forward-looking
statements involve risks and uncertainties that could cause actual results or events to be materially different. The words “anticipates,”
“believes,” “expects,” “estimates,” “projects,” “plans,” “intends,”
“may,” “will,” “would” and similar expressions are intended to identify forward-looking statements,
although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to a number
of risks, uncertainties and other factors, many of which are outside of the Company’s control, which could cause actual results
to differ materially from the results contemplated by the forward-looking statements. These risks and uncertainties include (a) the potential
adverse effects of (i) the ongoing global COVID-19 pandemic, including actions taken to contain or treat COVID-19, and (ii) the geopolitical
instability due to the ongoing military conflict between Russia and Ukraine, including related sanctions and other penalties imposed by
the U.S. and European Union, and the related impact on the Company, the Company’s tenants, the Company’s operators and the
global economy and financial markets, and (b) that any potential future acquisition is subject to market conditions and capital availability
and may not be completed on favorable terms, or at all, as well as those risks and uncertainties set forth in the Risk Factors section
of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed on March 18, 2022, and all other filings
with the Securities and Exchange Commission after that date, as such risks, uncertainties and other important factors may be updated from
time to time in the Company’s subsequent reports. Further, forward-looking statements speak only as of the date they are made, and
the Company undertakes no obligation to update or revise any forward-looking statement to reflect changed assumptions, the occurrence
of unanticipated events or changes to future operating results over time, unless required to do so by law.
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits
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.
|
HEALTHCARE TRUST, INC. |
|
|
|
Date: August 31, 2022 |
By: |
/s/ Scott M. Lappetito |
|
Scott M. Lappetito
Chief Financial Officer, Secretary and Treasurer |
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