HEALTHCARE REALTY TRUST INCORPORATED (NYSE:HR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

On December 11, 2017, Healthcare Realty Trust Incorporated (the “Company”) expects to complete the sale of $300,000,000 aggregate principal amount of the Company’s 3.625% Senior Notes due 2028 (the “Notes”) in an underwritten public offering made to a prospectus supplement and the accompanying prospectus under the Company’s automatic shelf registration statement on Form S-3 (Registration No. 333-216102). The Company expects to apply the net proceeds from the offering toward the redemption of its 5.75% senior unsecured notes due 2021. Pending such use, the net proceeds will be applied to outstanding borrowings under the Company’s unsecured credit facility and may be used for other general corporate purposes.

The Notes will be issued under an indenture between the Company and Branch Banking and Trust Company, as successor to the trustee named therein (the “Trustee”), dated as of May 15, 2001, as supplemented by the Seventh Supplemental Indenture between the Company and the Trustee, dated as of December 11, 2017 (collectively, the “Indenture”). The Notes bear interest at a rate of 3.625% per year, payable semi-annually in arrears on January 15 and July 15 of each year, commencing July 15, 2018. The Notes mature on January 15, 2028. The Trustee is an affiliate of BB&T Capital Markets, a division of BB&T Securities, LLC, which is one of the underwriters for the offering of the Notes.

The Notes may be redeemed in whole at any time or in part from time to time, at the Company’s option. If the Notes are redeemed before October 15, 2027 (three months prior to the maturity date of the Notes) (the “Par Call Date”), the Notes will be redeemed at a redemption price equal to the sum of (i) the outstanding principal amount of the Notes, (ii) the accrued and unpaid interest on the outstanding principal amount, and (iii) the excess, if any, of (a) the sum of the present values as of the date of such redemption or accelerated payment of the remaining scheduled payments of principal and interest on the Notes to be redeemed or repaid if such Notes matured on the Par Call Date (not including any portion of such payments of interest accrued to the date of redemption or repayment) discounted to the date of redemption on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Rate (determined on the third business day preceding the date such notice of redemption is given or declaration of acceleration is made) plus 25 basis points, over (b) the principal amount of the Notes then outstanding to be redeemed or repaid. If the Notes are redeemed on or after the Par Call Date, the Notes will be redeemed at a redemption price equal to the sum of (i) the outstanding principal amount and (ii) the accrued and unpaid interest on the outstanding principal amount.

The Indenture contains various covenants including the following: (i) debt will not exceed 60% of total assets, (ii) liens will not secure obligations in excess of 40% of total assets, (iii) total unencumbered assets will not be less than 150% of unsecured debt, and (iv) consolidated income available for debt service will be at least 150% of consolidated interest expense for the most recent four previous consecutive fiscal quarters. The Indenture provides for certain events of default, including default on certain other indebtedness.

The foregoing description of the Indenture and the Notes does not purport to be complete and is qualified in its entirety by reference to the full text of the Indenture and the form of Note which are filed as exhibits to this Current Report on Form 8-K and incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

To the extent applicable, the information contained in Item 1.01 concerning the Company’s direct financial obligations is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

HEALTHCARE REALTY TRUST INC Exhibit
EX-4.1 2 seventhsupplementalindentu.htm EXHIBIT 4.1 Exhibit Exhibit 4.2Healthcare Realty Trust IncorporatedandBranch Banking and Trust Company as Trustee________________________Seventh Supplemental IndentureDated as of December 11,…
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About HEALTHCARE REALTY TRUST INCORPORATED (NYSE:HR)

Healthcare Realty Trust Incorporated is a self-managed and self-administered real estate investment trust (REIT). The Company owns, acquires, manages, finances and develops real estate properties associated primarily with the delivery of outpatient healthcare services across the United States. It provides property management services for approximately 140 healthcare-related properties, totaling over 9.8 million square feet. The Company’s tenant mix includes over 30 physician specialties, as well as surgery, imaging, cancer and diagnostic centers. The Company has approximately two buildings under construction and over two buildings in redevelopment. The Company’s tenant leases include Medical office/outpatient, Inpatient and Other. The Company invests in healthcare-related mortgages located in the United States. It also provides management, leasing and development services, and capital for the construction of new facilities, as well as for the acquisition of existing properties.