American Healthcare REIT Inc.

09/20/2024 | Press release | Distributed by Public on 09/20/2024 14:15

Material Agreement Form 8 K

Item 1.01 Entry into a Material Definitive Agreement
On September 20, 2024, we closed the public offering of 20,010,000 shares, or the Offering, of our common stock, $0.01 par value per share, or Common Stock. In connection with the Offering, we and American Healthcare REIT Holdings, LP, or our Operating Partnership, entered into an underwriting agreement on September 18, 2024 with BofA Securities, Inc., Morgan Stanley & Co. LLC and KeyBanc Capital Markets Inc., as representatives of the several underwriters named therein, or the Underwriting Agreement, to issue and sell 20,010,000 shares of Common Stock, including 2,610,000 shares due to the exercise in full of the underwriters' option to purchase additional shares. The Underwriting Agreement contains customary representations, warranties and covenants among the parties. These representations, warranties and covenants are not representations of factual information to investors about us and our Operating Partnership or our or its subsidiaries, and the sale of Common Stock pursuant to the Underwriting Agreement is not a representation that there has not been any change in our condition or that of our Operating Partnership. The shares were offered and sold under a prospectus supplement and related prospectus filed with the Securities and Exchange Commission pursuant to our effective shelf registration statement on Form S-3 (File No. 333-281488).
The summary above is qualified in its entirety by reference to the full text of the Underwriting Agreement. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference.