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HRTI, LLC Form 8-K: Current report

HRTI, LLC Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2022-07-21: Form 8-K; Period of report 2022-07-20; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 4.01 Changes in Registrant's Certifying Accountant; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.02.
  • 2022-07-20: Form 8-K; Period of report 2022-07-20; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2022-07-20: Form 8-K; Period of report 2022-07-20; Description 8.01 Other Events; Details 8.01.
  • 2022-07-15: Form 8-K; Period of report 2022-07-15; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
FiledFormPeriod of reportDescriptionDetailsDocument
2022-07-218-K2022-07-201.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 4.01 Changes in Registrant's Certifying Accountant; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.02 The information provided in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
2.01 The information provided in the Introductory Note of this Current Report on Form 8-K is incorporated herein by reference.
3.01 The information provided in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
3.03 The information provided in the Introductory Note and Items 2.01, 3.01 and 5.01 of this Current Report on Form 8-K is incorporated herein by reference.
4.01 For accounting purposes, the Merger is treated as a “reverse acquisition” in which Legacy HTA is considered the legal acquirer and Legacy HR is considered the accounting acquirer.
5.01 The information provided in the Introductory Note and Items 2.01 and 5.02 of this Current Report on Form 8-K is incorporated herein by reference.
5.02 The information provided in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
5.03 The information provided in the Introductory Note of this Current Report on Form 8-K is incorporated herein by reference.
d373008d8k.htm
2022-07-208-K2022-07-207.01 Regulation FD Disclosure7.01 On July 20, 2022, Healthcare Realty Trust Incorporated (formerly known as Healthcare Trust of America, Inc. (“HTA”)), a Maryland corporation (the “Company”), issued a press release announcing the closing of its previously announced business combination (the “Business Combination”) pursuant to the Agreement and Plan of Merger, dated as of February 28, 2022, among HTA, Healthcare Trust of America Holdings, LP, a Delaware limited partnership (the “Company OP”), Healthcare Realty Trust Incorporated, a Maryland corporation (“Former HR”), and HR Acquisition 2, LLC, a Maryland limited liability company and a direct, wholly owned subsidiary of HTA (“Merger Sub”).d370743d8k.htm
2022-07-208-K2022-07-208.01 Other Events8.01 HRTI, LLC, formerly known as Healthcare Realty Trust Incorporated, (the "Company") issued a press release announcing the closing of its previously announced business combination (the “Business Combination”) pursuant to the Agreement and Plan of Merger, dated as of February 28, 2022, among Healthcare Trust of America, Inc. ("HTA"), Healthcare Trust of America Holdings, LP, a Delaware limited partnership, the Company, and HR Acquisition 2, LLC, a Maryland limited liability company and a direct, wholly owned subsidiary of HTA.hr-20220720.htm
2022-07-158-K2022-07-155.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.07 Healthcare Realty Trust Incorporated (the "Company") held a special meeting of shareholders on July 15, 2022 to consider the proposed merger of HR Acquisition 2, LLC, a Maryland limited liability company (the "Merger Sub") and a direct, wholly-owned subsidiary of Healthcare Trust of America, Inc., a Maryland corporation ("HTA"), with and into the Company, with the Company continuing as the surviving entity and a direct, wholly-owned subsidiary of HTA.
8.01 The Company issued a press release on July 15, 2022 reporting the results of the special meeting.
hr-20220715.htm
2022-07-088-K2022-07-088.01 Other Events8.01 As previously disclosed and reported in the Current Report on Form 8-K filed on February 28, 2022 with the U.S. Securities and Exchange Commission (the “SEC”), Healthcare Realty Trust Incorporated, a Maryland corporation (the “Company” or “HR”), entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”), dated as of February 28, 2022, with Healthcare Trust of America, Inc., a Maryland corporation (“HTA”), Healthcare Trust of America Holdings, LP, a Delaware limited partnership (“HTA OP”), and HR Acquisition 2, LLC, a Maryland limited liability company (“Merger Sub”), to effect a strategic business combination of the two companies to be led by the HR management team.hr-20220708.htm
2022-07-088-K2022-07-088.01 Other Events8.01 On July 8, 2022, Healthcare Realty Trust Incorporated (the "Company") issued a press release reporting progress on asset sales and joint venture transactions for funding the $1.1 billion special cash dividend to be paid to shareholders of Healthcare Trust of America, Inc. ("HTA") in connection with the Company's previously announced strategic business combination with HTA.hr-20220708.htm
2022-07-068-K2022-07-068.01 Other Events8.01 On July 6, 2022, the Company issued a press release announcing that independent proxy advisory firm Glass Lewis & Co. recommends that the Company's shareholders vote “FOR” the previously announced transaction with Healthcare Trust of America, Inc. (“HTA”) at the Company’s upcoming special meeting of shareholders scheduled for July 15, 2022.hr-20220706.htm
2022-07-058-K2022-07-052.02 Results of Operations and Financial Condition; 8.01 Other Events2.02 On July 1, 2022, Healthcare Realty Trust Incorporated (the "Company") issued a press release announcing a pro-rated quarterly dividend.
8.01 On July 5, 2022, the Company issued a press release announcing that independent proxy advisory firm Institutional Shareholder Services (“ISS”) recommends that the Company's shareholders vote “FOR” the previously announced transaction with Healthcare Trust of America, Inc. (“HTA”) at the Company’s upcoming special meeting of shareholders scheduled for July 15, 2022.
hr-20220705.htm
2022-06-298-K2022-06-298.01 Other Events8.01 On June 29, 2022, Healthcare Realty Trust Incorporated (the “Company”) and Healthcare Trust of America, Inc. (“HTA”) issued a joint press release announcing the results of early participation in the exchange offers and consent solicitations that HTA and its operating partnership, Healthcare Trust of America Holdings, LP (“HTA OP”), commenced on June 14, 2022 to exchange all validly tendered and accepted notes issued by the Company for new notes to be issued by HTA OP and guaranteed by HTA (the “Exchange Offer”).hr-20220629.htm
2022-06-148-K2022-06-148.01 Other Events8.01 On June 14, 2022, Healthcare Realty Trust Incorporated (the “Company”) and Healthcare Trust of America, Inc. (“HTA”) issued a joint press release announcing that HTA and its operating partnership, Healthcare Trust of America Holdings, LP (“HTA OP”), are offering to exchange all validly tendered and accepted notes issued by the Company for new notes to be issued by HTA OP and guaranteed by HTA (the “Exchange Offer”).hr-20220614.htm
2022-06-068-K2022-06-067.01 Regulation FD Disclosure7.01 On June 6, 2022, Healthcare Realty Trust Incorporated posted to its website (www.healthcarerealty.com) an investor presentation to provide an update on its strategic combination with Healthcare Trust of America Inc. 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.hr-20220606.htm
2022-05-118-K2022-05-105.07 Submission of Matters to a Vote of Security Holders5.07 Healthcare Realty Trust Incorporated (the "Company") held its Annual Meeting of Shareholders on May 10, 2022.hr-20220510.htm
2022-05-058-K2022-05-057.01 Regulation FD Disclosure7.01 On May 5, 2022, Healthcare Realty Trust Incorporated ("HR") posted an investor presentation on its website at www.healthcarerealty.com related to the proposed strategic combination of HR and Healthcare Trust of America, Inc. ("HTA").hr-20220505.htm
2022-05-058-K2022-05-052.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On May 5, 2022, Healthcare Realty Trust Incorporated (the “Company”) issued a press release announcing its earnings for the first quarter ended March 31, 2022.
7.01 The Company is furnishing its Supplemental Information for the first quarter ended March 31, 2022, which is also contained on its website (www.healthcarerealty.com).
hr-20220505.htm
2022-05-038-K2022-05-032.02 Results of Operations and Financial Condition2.02 On May 3, 2022, Healthcare Realty Trust Incorporated issued a press release announcing its dividend.hr-20220503.htm
2022-02-288-K2022-02-281.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d264580d8k.htm
2022-02-288-K2022-02-287.01 Regulation FD Disclosure7.01 On February 28, 2022, Healthcare Realty Trust Incorporated, a Maryland corporation (“HR”), and Healthcare Trust of America, Inc., a Maryland corporation (“HTA”), issued a press release announcing, among other things, the execution of a definitive Agreement and Plan of Merger (the “Merger Agreement”), dated as of February 28, 2022, by and among HR, HTA, Healthcare Trust of America Holdings, LP, a Delaware limited partnership (“HTA OP”), and HR Acquisition 2, LLC, a Maryland limited liability company (“Merger Sub”), to effect a strategic business combination of the two companies to be led by the HR management team.d323322d8k.htm
2022-02-228-K2022-02-222.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 On February 22, 2022, Healthcare Realty Trust Incorporated (the “Company”) issued a press release announcing its earnings for the fourth quarter ended December 31, 2021.
7.01 The Company is furnishing its Supplemental Information for the fourth quarter ended December 31, 2021, which is also contained on its website (www.healthcarerealty.com).
hr-20220222.htm
2022-02-168-K2022-02-162.02 Results of Operations and Financial Condition2.02 On February 16, 2022, Healthcare Realty Trust Incorporated issued a press release announcing its dividend.hr-20220216.htm