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EX-99.1 - EX-99.1 - Griffin-American Healthcare REIT II, Inc. | exhibit1.htm |
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): | February 2, 2012 |
Griffin-American Healthcare REIT II, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
Maryland | 000-54371 | 26-4008719 |
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
4000 MacArthur Boulevard, West Tower, Suite 200, Newport Beach, California | 92660 | |
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
Registrants telephone number, including area code: | (949) 270-9200 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
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))
Item 7.01 Regulation FD Disclosure.
On February 2, 2012, we issued a press release announcing the acquisition of the FLAGS MOB Portfolio, as further described in Item 8.01 below. A copy of the press release, which is hereby incorporated into this filing in its entirety, is attached to this Current Report on Form 8-K as Exhibit 99.1.
The information furnished under this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Item 8.01 Other Events.
On January 27, 2012, we, through G&E HC REIT II FLAGS MOB Portfolio, LLC, our wholly owned subsidiary, acquired the FLAGS MOB Portfolio, a portfolio of three separate multi-tenant medical office buildings located in Boynton Beach, Florida, Okatie, South Carolina and Austell, Georgia, from Windrose Bethesda Properties, LLC, Windrose Okatie Properties I, LLC and Windrose East West Properties, LLC, unaffiliated third parties, for an aggregate contract purchase price of $25,110,000, plus closing costs. We financed the purchase price of the FLAGS MOB Portfolio using a combination of debt financing, including: (i) the assumption of two loans with a then current aggregate principal amount of approximately $11,965,000; (ii) $12,000,000 in borrowings under our secured revolving line of credit with Bank of America; and (iii) funds raised through our initial public offering. In connection with the acquisition, we paid an acquisition fee to affiliates of our advisor of approximately $653,000, or 2.60% of the contract purchase price, which was paid as follows: (i) in shares of our common stock in an amount equal to 0.15% of the contract purchase price, at $9.00 per share, the established offering price as of the date of closing, net of selling commissions and dealer manager fees, or 4,185 shares, and (ii) the remainder in cash equal to 2.45% of the contract purchase price, or approximately $615,000.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Griffin-American Healthcare REIT II, Inc. Press Release, dated February 2, 2012
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.
Griffin-American Healthcare REIT II, Inc. | ||||
February 3, 2012 | By: |
/s/ Jeffrey T. Hanson
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Name: Jeffrey T. Hanson | ||||
Title: Chief Executive Officer |
Exhibit Index
Exhibit No. | Description | |
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99.1
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Griffin-American Healthcare REIT II, Inc. Press Release, dated February 2, 2012 |