Form 8-K - Current report

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): May 6, 2024 (May 6, 2024)

Healthcare Realty Trust Incorporated

(Exact name of registrant as specified in its charter)

Maryland

001-35568

20-4738467

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

3310 West End Avenue, Suite 700

Nashville,

Tennessee

37203

(615)

269-8175

(Address of Principal Executive Office and Zip Code)

(Registrant’s telephone number, including area code)


www.healthcarerealty.com
(Internet address)

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.01 par value per share

New York Stock Exchange

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))

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 8.01			Other Events.

Joint Venture Press Release

On May 6, 2024, Healthcare Realty Trust Incorporated (the “Company”) issued a press release announcing its strategic joint venture relationship with KKR. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.


Item 9.01			Financial Statements and Exhibits.

(d) Exhibits.


99.1			Joint venture press release, dated May 6, 2024.
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 Realty Trust Incorporated
Date: May 6, 2024	By:	/s/ J. Christopher Douglas
		Name: J. Christopher Douglas
		Title: Executive Vice President - Chief Financial Officer

Exhibit 99.1

Ron Hubbard

Vice President, Investor Relations

P: 615.269.8290

News Release

HEALTHCARE REALTY TRUST ANNOUNCES STRATEGIC JOINT VENTURE WITH KKR

Contributes seed portfolio valued at $383 million to the JV,

resulting in proceeds of approximately $300 million

Additional KKR capital commitment of up to $600 million

to increase the potential value of the JV to more than $1 billion

NASHVILLE, Tennessee, May 6, 2024 - Healthcare Realty Trust Incorporated (NYSE:HR) today announced that it has entered into a strategic joint venture (JV) relationship with KKR to jointly own and invest in quality medical outpatient buildings. Healthcare Realty expects to receive approximately $300 million in proceeds for the contribution of a seed portfolio to the JV and will partner with KKR to explore additional acquisitions, including the potential contribution of more Healthcare Realty properties to the JV.

Under the terms of the agreement, Healthcare Realty will contribute 12 of its existing properties to seed the JV at a value of $382.5 million, representing a cap rate of approximately 6.6%. KKR will make an equity contribution to the JV equal to 80% of the value of the properties. Healthcare Realty will retain a 20% interest and will manage the JV, as well as continue to oversee day-to-day operations and leasing of the properties. KKR has also committed up to $600 million to the JV to pursue additional acquisitions of high-quality stabilized assets that are a match for its long-term capital base.

“Healthcare Realty is pleased to announce the formation of a strategic relationship with KKR, a leading global investment firm,” stated Todd Meredith, President and CEO. “We look forward to collaborating with KKR to strategically invest in the medical outpatient sector. In the near term, our capital allocation priority is to repurchase stock on a leverage neutral basis. Looking ahead, we may contribute additional Healthcare Realty properties to the JV or pursue acquisitions, depending on market conditions.”

“Healthcare Realty is a leading owner and operator of medical outpatient buildings in the U.S. with a strong focus on quality properties and serving tenants through best-in-class management,” said Peter Sundheim, Managing Director at KKR. “This high-quality portfolio is a great match for our long-term capital. We look forward to collaborating on new investments at an opportune moment when the current deleveraging cycle is impacting all types of real estate, including in favored sectors with excellent long-term fundamentals and demand drivers.”

HEALTHCAREREALTY.COM | PAGE 1

Exhibit 99.1

The 12 properties to be contributed to the joint venture are medical outpatient buildings in seven top markets located predominantly on or adjacent to leading hospital campuses. The properties comprise a total of 762,399 square feet and are 98% occupied. The contribution of the properties is expected to occur throughout May and June upon satisfaction of customary closing conditions.

Eastdil Secured LLC and Blackbirch Capital served as Healthcare Realty’s financial advisors. Latham & Watkins LLP served as Healthcare Realty’s legal advisor.

Newmark’s Healthcare Capital Markets Group served as financial advisor and Simpson Thacher & Barlett LLP served as legal advisor to KKR. KKR is making this investment through capital accounts advised by KKR.

About Healthcare Realty

Healthcare Realty is a real estate investment trust (REIT) that owns and operates medical outpatient buildings primarily located around market-leading hospital campuses. The Company selectively grows its portfolio through property acquisition and development. As the first and largest REIT to specialize in medical outpatient buildings, Healthcare Realty’s portfolio includes nearly 700 properties totaling over 40 million square feet concentrated in 15 growth markets. Additional information regarding the Company can be found at www.healthcarerealty.com.

About KKR

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Financial Group’s website at www.globalatlantic.com.

In addition to the historical information contained within, the matters discussed in this press release may contain forward-looking statements that involve risks and uncertainties. These risks are discussed in filings with the Securities and Exchange Commission by Healthcare Realty, including its Annual Report on Form 10-K for the year ended December 31, 2023 under the heading “Risk Factors,” and in its Quarterly Reports filed thereafter and in the Company’s other SEC filings. Forward-looking statements represent the Company’s judgment as of the date of this release. The Company disclaims any obligation to update forward-looking statements.

HEALTHCAREREALTY.COM | PAGE 2

Cover Page	May 06, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 06, 2024
Entity Registrant Name	Healthcare Realty Trust Incorporated
Entity Incorporation, State or Country Code	MD
Entity File Number	001-35568
Entity Tax Identification Number	20-4738467
Entity Address, Address Line One	3310 West End Avenue, Suite 700
Entity Address, City or Town	Nashville,
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37203
City Area Code	(615)
Local Phone Number	269-8175
Title of 12(b) Security	Class A Common Stock, $0.01 par value per share
Trading Symbol	HR
Security Exchange Name	NYSE
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001360604
Amendment Flag	false