MPT OPERATING PARTNERSHIP, L.P. (NYSE:MPW) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

Offering of Common Stock

On April25, 2017, Medical Properties Trust, Inc. (the Company)
and MPT Operating Partnership, L.P. (the Operating Partnership)
entered into an underwriting agreement (the Underwriting
Agreement) with Goldman, Sachs Co., Merrill Lynch, Pierce, Fenner
Smith Incorporated and KeyBanc Capital Markets Inc., as
representatives of the several underwriters listed on Schedule 1
thereto (the Underwriters), to which the Company agreed to issue
and sell to the Underwriters an aggregate of 37,500,000 shares of
common stock, par value $0.001 per share, of the Company, at a
public offering price of $13.25 per share. The Company also
granted the Underwriters a 30-day option to purchase up to
5,625,000 additional shares at the public offering price, which
the Underwriters exercised in full on April 26, 2017.

The offering of common stock is expected to close on May1, 2017,
resulting in net proceeds to the Company of approximately $547.6
million, after deducting discounts and commissions and estimated
offering expenses.

The offering and sale of the shares of common stock were made to
a preliminary prospectus supplement and final prospectus
supplement related to the Companys effective shelf registration
statement on Form S-3 (File No.333-208813), each of which has
been filed with the Securities and Exchange Commission.

The Underwriting Agreement contains customary representations,
warranties and covenants by the Company and the Operating
Partnership. It also provides for customary indemnification by
the Company for losses or damages arising out of or in connection
with the sale of the common stock.

The foregoing is a summary description of certain terms of the
Underwriting Agreement and is qualified in its entirety by the
text of the Underwriting Agreement attached asExhibit 1.1to this
Current Report on Form 8-K and incorporated herein by reference.

This Current Report on Form 8-K does not constitute an offer to
sell, or a solicitation of an offer to buy, any of the Companys
securities, including, without limitation, those securities
proposed to be offered and sold to the preliminary prospectus and
registration statement described above.

On April25, 2017, the Company issued a press release announcing
the pricing of the common stock offering described above in
Item1.01 of this Current Report on Form 8-K. A copy of the press
release is furnished as Exhibit 99.1 hereto and incorporated
herein by reference.

The information contained in this Item7.01, including Exhibit
99.1, is being furnished and shall not be deemed filed for
purposes of Section18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act) or otherwise subject to the liability
of that section or Sections 11 and 12(a)(2) of the Securities Act
of 1933, as amended (the Securities Act). The information in this
Item7.01, including Exhibit 99.1, shall not be incorporated by
reference into any registration statement or other document to
the Securities Act or into any filing or other document to the
Exchange Act, except as otherwise expressly stated in any such
filing.

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About MPT OPERATING PARTNERSHIP, L.P. (NYSE:MPW)

Medical Properties Trust, Inc. is a real estate investment trust (REIT). The Company focuses on investing in and owning net-leased healthcare facilities across the United States and selectively in foreign jurisdictions. The Company’s segment is its investments in healthcare real estate, including mortgage and other loans, as well as any equity investments in its tenants. The Company conducts its operations through MPT Operating Partnership, L.P. The Company acquires and develops healthcare facilities, and leases the facilities to healthcare operating companies under long-term net leases. The Company makes mortgage loans to healthcare operators collateralized by their real estate assets. As of February 24, 2017, the Company’s portfolio consisted of 232 properties, including 215 facilities (of the 220 facilities that it owns) were leased to 30 tenants, five were under development, and the remaining assets were in the form of mortgage loans to four operators.

MPT OPERATING PARTNERSHIP, L.P. (NYSE:MPW) Recent Trading Information

MPT OPERATING PARTNERSHIP, L.P. (NYSE:MPW) closed its last trading session down -0.29 at 13.55 with 46,316,738 shares trading hands.