UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20459
FORM
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 1.01— Entry into a Material Definitive Agreement
On May 17, 2022, LTC Properties, Inc. (“LTC” or the “Company”) entered into a Note Purchase Agreement to issue $75 million aggregate principal amount of 3.66% senior unsecured notes (the “Notes”) in a private placement. The Notes have an average life of approximately 10 years, scheduled principal payments and will mature on May 17, 2033.
The Company expects to use the proceeds of the Notes to pay down its unsecured revolving line of credit under the Company’s existing Third Amended and Restated Credit Agreement (the “Credit Agreement”).
The Note Purchase Agreement contains covenants that conform with the covenants in the Credit Agreement. These covenants are described in the Company’s most recent Annual Report on Form 10-K.
The foregoing description of the Note Purchase Agreement is qualified by reference to the full text of Note Purchase Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Additionally, the Company amended its existing senior unsecured note agreements to also conform with the covenants in the Credit Agreement. Copies of the amended senior unsecured note agreements are not being filed herewith, but will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ending June 30, 2022. Copies of the senior unsecured note agreements, prior to the amendments referenced in this paragraph, have previously been filed as exhibits 10.1, 10.2, and 10.3 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.
Item 2.03 — Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth under Item 1.01 is incorporated herein by reference.
Item 7.01— Regulation FD Disclosure
On May 18, 2022, the Company issued a press release announcing the private placement of Notes described in Item 1.01 of this Current Report on Form 8-K. The press release is attached hereto as Exhibit 99.1.
Item 9.01 — Financial Statements and Exhibits
10.1 | Note Purchase Agreement dated May 17, 2022 | |
99.1 | Press Release issued May 18, 2022 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) 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.
LTC PROPERTIES, INC. | ||
Dated: May 19, 2022 | By: | /s/ WENDY L. SIMPSON |
Wendy L. Simpson | ||
Chairman & CEO |