Attached files
| file | filename |
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| EX-10.1 - EX-10.1 - Griffin-American Healthcare REIT II, Inc. | exhibit1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of Earliest Event Reported): | June 5, 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) |
| Registrant’s 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 1.01 Entry into a Material Definitive Agreement.
The information reported in Item 2.03 of this Amendment to Current Report on Form 8-K, or the Form 8-K/A, is 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.
EXPLANATORY NOTE
As reported in our Current Report on Form 8-K filed on June 6, 2012, on June 5, 2012, we, Griffin-American Healthcare REIT II Holdings, LP, our operating partnership, and certain of our subsidiaries, or the subsidiary guarantors, entered into a credit agreement, or the Credit Agreement, with Bank of America, N.A. as administrative agent, swingline lender and issuer of letters of credit; KeyBank National Association, as syndication agent; Merrill Lynch, Pierce, Fenner & Smith Incorporated and KeyBanc Capital Markets as joint lead arrangers and joint book managers; and the lenders named therein, to obtain an unsecured revolving line of credit with an aggregate maximum principal amount of $200,000,000, or the Line of Credit.
We are filing this Form 8-K/A to include a Form of Subsidiary Guaranty Joinder Agreement, or Guaranty Joinder Agreement, as an exhibit to the Credit Agreement. The Guaranty Joinder Agreement will be executed from time to time by certain of our subsidiaries that own the assets comprising the borrowing base properties, as defined in the Credit Agreement, under the Line of Credit and provides that our subsidiaries entering such agreements shall become a guarantor under the Credit Agreement. The material terms of the Guaranty Joinder Agreement are qualified in their entirety by the agreement attached as Exhibit 10.1 to this Form 8-K/A and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 Form of Subsidiary Guaranty Joinder Agreement for the benefit of Lenders
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. | ||||
| July 27, 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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10.1
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Form of Subsidiary Guaranty Joinder Agreement for the benefit of Lenders |