8-K

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): June 3, 2014 (June 3, 2014)

HEALTHCARE TRUST OF AMERICA, INC.

HEALTHCARE TRUST OF AMERICA HOLDINGS, LP

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-35568	20-4738467
Delaware	333-190916	20-4738347
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
16435 N. Scottsdale Road, Suite 320 Scottsdale, Arizona		85254
(Address of principal executive offices)		(Zip Code)

(480) 998-3478

(Registrant’s telephone number, including area code)

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 June 3, 2014, Healthcare Trust of America, Inc. (NYSE: HTA) issued a press release announcing that it was under contract to acquire six medical office buildings located in major east coast markets, including Boston, Miami and Baltimore for a total consideration of $200 million. The acquisitions are expected to close by the end of the second quarter and are subject to customary closing conditions. The full text of the press release is attached as Exhibit 99.1 to this report and incorporated into this Item 7.01.

The information included in this Current Report on Form 8-K, including Exhibit 99.1, is deemed “furnished” and not filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release dated June 3, 2014.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

	Healthcare Trust of America, Inc.
Date: June 3, 2014	By:	/s/ Scott D. Peters
		Name: Scott D. Peters
		Title: Chief Executive Officer, President and Chairman

	Healthcare Trust of America Holdings, LP
	By:	Healthcare Trust of America, Inc.,
		its General Partner
Date: June 3, 2014	By:	/s/ Scott D. Peters
		Name: Scott D. Peters
		Title: Chief Executive Officer, President and Chairman

EX-99.1

Exhibit 99.1

PRESS RELEASE

Financial Contact:	Media Contact:
Robert Milligan	Kristen Armstrong
Senior Vice President of Corporate Finance	Executive Assistant to the CEO
Healthcare Trust of America, Inc.	Healthcare Trust of America, Inc.
480.998.3478	480.998.3478
RobertMilligan@htareit.com	KristenArmstrong@htareit.com

Healthcare Trust of America, Inc. to Expand with $200 Million in Investments under Contract

SCOTTSDALE, Ariz., June 3, 2014 - Healthcare Trust of America, Inc. (NYSE: HTA) announced today that it was under contract to acquire six medical office buildings (“MOBs”) located in major east coast markets, including Boston, Miami and Baltimore for a total consideration of $200 million. The acquisitions are expected to close by the end of the second quarter and are subject to customary closing conditions.

The properties total 444,000 square feet in gross leasable area on a combined basis, 88% of which is located directly on health system campuses. The properties are approximately 96% occupied and feature strong embedded rent escalators. These contemplated acquisitions will expand HTA’s investment in attractive, high barrier to entry, central business district (“CBD”) markets on the east coast and, upon closing, would enable HTA to further implement its asset management and leasing platform in key markets.

The contemplated acquisition includes two on-campus MOBs totaling 253,000 square feet in downtown Boston leased to an investment grade health system. Following the closing of the transaction, Boston will become HTA’s largest market by invested dollars and annual base rent.

The contemplated acquisition also features three MOBs in Miami. Following the closing of the contemplated acquisition, HTA’s Miami portfolio will increase to approximately 753,000 square feet. HTA expects to utilize these properties to establish a South Florida office for HTA’s internal property management and leasing platform.

The contemplated transactions are expected to be funded by the assumption of approximately $90 million in secured mortgage debt and available liquidity. Following the closing of the contemplated transaction, HTA would have pro forma leverage of approximately 33% of enterprise value, based on the closing share price on May 30, 2014 and other information provided for March 31, 2014.

J.P. Morgan is serving as a financial advisor to HTA on these contemplated acquisitions.

About Healthcare Trust of America, Inc.

Healthcare Trust of America, Inc. (NYSE: HTA), a publicly traded real estate investment trust, is a full-service real estate company focused on acquiring, owning and operating high-quality medical office buildings that are predominantly located on or aligned with campuses of nationally or regionally recognized healthcare systems in the U.S. Since its formation in 2006, HTA has invested approximately $3.0 billion to build a portfolio of properties that is comprised of approximately 14.1 million square feet of gross leasable area located in 27 states. It operates its properties through regional offices in Scottsdale, Albany, Atlanta, Boston, Charleston, Dallas, Indianapolis, and Pittsburgh.

For more information on Healthcare Trust of America, Inc., please visit www.htareit.com.    

FORWARD-LOOKING LANGUAGE

This press release contains certain forward-looking statements. Forward-looking statements are based on current expectations, plans, estimates, assumptions and beliefs, including expectations, plans, estimates, assumptions and beliefs about HTA, stockholder value and earnings growth.

The forward-looking statements included in this press release are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond HTA’s control. Although HTA believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, HTA’s actual results and performance could differ materially and in adverse ways from those set forth in the forward-looking statements. Factors which could have a material adverse effect on HTA’s operations and future prospects include, but are not limited to:

•  changes in economic conditions affecting the healthcare property sector, the commercial real estate market and the credit market;

•  competition for acquisition of medical office buildings and other facilities that serve the healthcare industry;

•  economic fluctuations in certain states in which HTA’s property investments are geographically concentrated;

•  retention of HTA’s senior management team;

•  financial stability and solvency of HTA’s tenants;

•  supply and demand for operating properties in the market areas in which HTA operates;

•  HTA’s ability to acquire real properties, and to successfully operate those properties once acquired;

•  changes in property taxes;

•  legislative and regulatory changes, including changes to laws governing the taxation of REITs and changes to laws governing the healthcare industry;

•  fluctuations in reimbursements from third party payors such as Medicare and Medicaid;

•  changes in interest rates;

•  the availability of capital and financing;

•  restrictive covenants in HTA’s credit facilities;

•  changes in HTA’s credit ratings;

•  HTA’s ability to remain qualified as a REIT; and

•  the risk factors set forth in HTA’s 2013 Annual Report on Form 10-K for the year ended December 31, 2013 and in HTA’s Quarterly Reports on Form 10-Q.    

Forward-looking statements speak only as of the date made. Except as otherwise required by the federal securities laws, HTA undertakes no obligation to update any forward-looking statements to reflect the events or circumstances arising after the date as of which they are made. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on the forward-looking statements included in this press release or that may be made elsewhere from time to time by, or on behalf of, HTA.