Global Medical REIT Inc. (NYSE:GMRE) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01

Underwriting Agreement

On June 28, 2017, Global Medical REIT Inc., a Maryland
corporation (the Company), Inter-American Management LLC and
Global Medical REIT L.P. entered into an Underwriting Agreement
(the Underwriting Agreement) with Janney Montgomery Scott LLC, as
representative of the several underwriters named therein (the
Underwriters), relating to the offer and sale (the Offering) of
an aggregate of 3,500,000 shares (the Shares) of the Companys
common stock, par value $0.001 per share (the Common Stock) at a
price to the public of $9.00 per share (the Offering Price). The
Underwriters have agreed to purchase the Shares from the Company
to the Underwriting Agreement at the Offering Price for the
11,110 Shares purchased by Jeffrey Busch and his affiliates and
$8.505 per Share for the remainder of the Shares. to the
Underwriting Agreement, the Company has granted the Underwriters
a 30-day option to purchase up to an aggregate of 525,000
additional shares of Common Stock held by the Company. The
material terms of the Offering are described in the prospectus,
dated June 28, 2017 (the Prospectus), filed by the Company with
the Securities and Exchange Commission (the Commission) on June
28, 2017, to Rule 424(b) under the Securities Act of 1933, as
amended (the Securities Act). The Offering is registered with the
Commission to a Registration Statement on Form S-3, as amended
(File No. 333-217360), initially filed by the Company on April
18, 2017.

The Underwriting Agreement contains customary representations and
warranties, agreements and obligations, closing conditions and
termination provisions. The Company has agreed to indemnify the
Underwriters against certain liabilities, including liabilities
under the Securities Act, and to contribute to payments the
Underwriters may be required to make because of any of those
liabilities.

The Offering closed today on June 30, 2017 and the Company
received total gross proceeds from the Offering of approximately
$31.5 million. As described in the Prospectus, the Company
intends to contribute the net proceeds of the Offering to its
Operating Partnership in exchange for Operating Partnership units
in the Operating Partnership. The Companys Operating Partnership
intends to use the net proceeds from the Offering to repay $25.0
million of the outstanding indebtedness under its revolving
credit facility and to fund acquisitions or for other general
corporate purposes. Amounts repaid under the revolving credit
facility may be re-borrowed from time to time, subject to the
terms of the facility, and the Company intends to do so in the
future to fund its capital program. The initial termination date
of the revolving credit facility is December 2, 2019 which could
be extended for one year in the case that no event of default
occurs. As of March 31, 2017, the Company had $128.9 million in
borrowings outstanding under the revolving credit facility, which
bore a weighted average interest rate of approximately 2.92%.
Borrowings under the revolving credit facility were primarily
incurred to fund acquisitions.

The foregoing description is qualified in its entirety by
reference to the full text of the Underwriting Agreement, which
is attached as Exhibit 1.1 to this Current Report on Form 8-K and
incorporated in this Item 1.01 by reference.

In connection with the Offering, Venable LLP has provided the
Company with an opinion regarding the legality of the Shares. A
copy of the opinion is attached to this Current Report on Form
8-K as Exhibit 5.1 and is incorporated herein by reference.

On June 28, 2017, the Company announced it had priced its
Offering of 3,500,000 shares of Common Stock. A copy of the press
release is furnished as Exhibit 99.1 hereto and is incorporated
herein by reference.

The information furnished to this Item 7.01, including Exhibit
99.1, shall not be deemed to be filed for the purposes of Section
18 of the Securities Exchange Act of 1934 and will not be
incorporated by reference into any filing under the Securities
Act unless specifically identified therein as being incorporated
therein by reference.

(d)Exhibits

Global Medical REIT Inc. Exhibit
EX-1.1 2 v470050_ex1-1.htm EXHIBIT 1.1   Exhibit 1.1   Execution Version   3,…
To view the full exhibit click here
About Global Medical REIT Inc. (NYSE:GMRE)

Global Medical REIT Inc. focuses on operating as a real estate investment trust. The Company is engaged primarily in the acquisition and leasing of licensed purpose-built healthcare facilities in certain markets with various clinical operators. The Company seeks to invest in these purpose-built, specialized facilities, such as surgery centers, specialty hospitals and outpatient treatment centers. Its tenant-operators are physician group tenant-operators, community hospital tenant-operators and corporate medical treatment chain operators. Its properties include a six building, 52,266 square foot medical clinic portfolio in Tennessee; a combined approximately 27,190 square foot surgery center and medical office building located in West Mifflin, Pennsylvania; an approximately 8,840 square foot medical office building known as the Orthopedic Surgery Center, located in Asheville, North Carolina, and a 56-bed long term acute care hospital located at 1870 South 75th Street, Omaha, Nebraska.