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Current Report · Items 8.01, 9.01 · 8-K

Welltower OP LLC

Other Events

Item 8.01 Other Events. Item 8.01 Other Events. Other Events. Other Events. Other Events. On July 13, 2026, Welltower OP LLC (the “Company”) issued C$750,000,000 aggregate principal amount of the Company’s 3.850% Notes due 2031 (the “2031 Notes”) and C$400,000,000 aggregate principal amount of the Company’s 4.150% Notes due 2033 (the “2033 Notes” and, together with the 2031 Notes, the “Notes”) pur…

Filed Jul 13, 2026Accepted Jul 13, 2026, 4:10 PM EDTCIK 1917598Accession 0001193125-26-302020
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Recent company filings

  1. 424B5 filingJul 8, 2026
  2. FWP filingJul 6, 2026
  3. 424B5 filingJul 6, 2026
  4. D/A filingJun 15, 2026
  5. FWP filingJul 31, 2025

Disclosure sections

Items 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events. Item 8.01 Other Events. Other Events. Other Events. Other Events. On July 13, 2026, Welltower OP LLC (the “Company”) issued C$750,000,000 aggregate principal amount of the Company’s 3.850% Notes due 2031 (the “2031 Notes”) and C$400,000,000 aggregate principal amount of the Company’s 4.150% Notes due 2033 (the “2033 Notes” and, together with the 2031 Notes, the “Notes”) pursuant to an automatic shelf registration statement of the Company and the Guarantor (as defined below) on Form S-3 (File Nos. 333-286204 and 333-286204-01) filed with the Securities and Exchange Commission (the “Commission”) on March 28, 2025 (the “Registration Statement”). The Notes are fully and unconditionally guaranteed by Welltower Inc. (the “Guarantor”) on a senior unsecured basis. The Notes were sold pursuant to an Underwriting Agreement, dated as of July 6, 2026, among the Company, the Guarantor and RBC Dominion Securities Inc., Scotia Capital Inc., TD Securities Inc. and BMO Nesbitt Burns Inc. as representatives of the several underwriters. The Notes were issued under an Indenture, dated as of March 15, 2010 (the “Indenture”), as amended by Supplemental Indenture No. 23, dated as of April 1, 2022 (“Supplemental Indenture No. 23”), among the Company, the Guarantor and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), each of which was incorporated by reference into the Registration Statement, as supplemented by Supplemental Indenture No. 25, dated as of July 13, 2026 (“Supplemental Indenture No. 25”), among the Company, the Guarantor and the Trustee. The 2031 Notes bear interest at a rate of 3.850% per year, payable semiannually in arrears on February 15 and August 15 of each year, commencing February 15, 2027. The 2031 Notes will mature on August 15, 2031. The 2033 Notes bear interest at a rate of 4.150% per year, payable semiannually in arrears on February 15 and August 15 of each year, commencing February 15, 2027. The 2033 Notes will mature on August 15, 2033. The Company intends to use the net proceeds from the sale of the Notes for general corporate purposes, including repayment of debt and funding of our pipeline of investment opportunities in healthcare and seniors housing properties. Pending such use, the net proceeds may be invested in short-term, investment grade, interest-bearing securities, certificates of deposit or indirect or guaranteed obligations of the United States. The foregoing description of the Indenture, Supplemental Indenture No. 23, Supplemental Indenture No. 25 and the Notes is qualified in its entirety by reference to the Indenture, Supplemental Indenture No. 23, Supplemental Indenture No. 25, the form of global note due 2031 and the form of global note due 2033, filed herewith as Exhibits 4.1, 4.2, 4.3, 4.4 and 4.5, respectively, and incorporated by reference herein.
Filed exhibits (1)
EX-4.3 (by filename) d123939dex43.htm

EX-4.3 3 d123939dex43.htm EX-4.3 EX-4.3 Exhibit 4.3 SUPPLEMENTAL INDENTURE NO. 25 BY AND AMONG WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF JULY 13, 2026 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010, AS AMENDED AND RESTATED BY THE SUPPLEMENTAL INDENTURE NO. 23, DATED AS OF APRIL 1, 2022 3.850% NOTES DUE 2031 4.150% NOTES DUE 2033 This SUPPLEMENTAL INDENTURE NO. 25 (this “Supplemental Indenture”) is made and entered into as of July 13, 2026 among WELLTOWER OP LLC, a Delaware limited liability company (the “Company”), WELLTOWER INC., a Delaware corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee (the “Trustee”). WITNESSETH THAT: WHEREAS, the Company, formerly known as Welltower Inc., and the Trustee have executed and delivered an Indenture, dated as of March 15, 2010, as amended and restated by the Supplemental Indenture No. 23, dated as of April 1, 2022 (as further amended, supplemented or otherwise modified from time …

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