CareTrust REIT Files 8-K: Material Agreement & Financials
Ticker: CTRE · Form: 8-K · Filed: Aug 29, 2024 · CIK: 1590717
Sentiment: neutral
Topics: material-agreement, financials, sec-filing
TL;DR
CareTrust REIT filed an 8-K for a material agreement and financials. Details TBD.
AI Summary
On August 29, 2024, CareTrust REIT, Inc. filed an 8-K report detailing a material definitive agreement and financial statements. The filing does not disclose specific details of the agreement or financial figures within the provided text.
Why It Matters
This filing indicates a significant event for CareTrust REIT, Inc., potentially involving a new contract or financial update that could impact its operations and investor outlook.
Risk Assessment
Risk Level: low — The filing is a standard disclosure of a material agreement and financial statements, without immediate negative or positive financial implications presented.
Key Players & Entities
- CareTrust REIT, Inc. (company) — Registrant
- August 29, 2024 (date) — Date of Report
- 905 Calle Amanecer, Suite 300 (location) — Principal Executive Offices
- San Clemente, CA (location) — Principal Executive Offices City/State
- 92673 (location) — Principal Executive Offices Zip Code
- (949) 542-3140 (phone_number) — Registrant's telephone number
FAQ
What is the nature of the material definitive agreement filed by CareTrust REIT, Inc.?
The provided text states that an 8-K was filed concerning the 'Entry into a Material Definitive Agreement,' but does not specify the details of the agreement itself.
When was this 8-K filing submitted by CareTrust REIT, Inc.?
The filing was submitted on August 29, 2024.
What are the principal executive offices of CareTrust REIT, Inc.?
The principal executive offices are located at 905 Calle Amanecer, Suite 300, San Clemente, CA 92673.
What is the IRS Employer Identification Number for CareTrust REIT, Inc.?
The IRS Employer Identification Number for CareTrust REIT, Inc. is 46-3999490.
Under which section of the Securities Exchange Act of 1934 is this report filed?
This report is filed pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934.
Filing Stats: 1,735 words · 7 min read · ~6 pages · Grade level 11.7 · Accepted 2024-08-29 16:14:17
Key Financial Figures
- $0.01 — ich registered Common Stock, par value $0.01 per share CTRE The New York Stock E
- $750,000,000 — aggregate gross offering price of up to $750,000,000 (the "August 2024 ATM Program"). The Sa
- $3 million — gregate offering price of approximately $3 million were not sold under such prior equity d
Filing Documents
- ny20034808x2_8k.htm (8-K) — 37KB
- ny20034808x2_ex1-1.htm (EX-1.1) — 595KB
- ny20034808x2_ex5-1.htm (EX-5.1) — 27KB
- ny20034808x2_ex5-1img01.jpg (GRAPHIC) — 12KB
- 0001140361-24-039290.txt ( ) — 933KB
- ctre-20240829.xsd (EX-101.SCH) — 4KB
- ctre-20240829_lab.xml (EX-101.LAB) — 21KB
- ctre-20240829_pre.xml (EX-101.PRE) — 16KB
- ny20034808x2_8k_htm.xml (XML) — 4KB
01
Item 1.01 Entry into a Material Definitive Agreement. On August 29, 2024, CareTrust REIT, Inc. (the "Company") and CTR Partnership, L.P. (the "Operating Partnership") entered into a new equity distribution agreement (the "Equity Distribution Agreement") with (i) BMO Capital Markets Corp., BofA Securities, Inc., KeyBanc Capital Markets Inc., J.P. Morgan Securities LLC, Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated and Wells Fargo Securities, LLC, each as sales agent and/or principal and/or forward seller (in any such capacity, each a "Sales Agent" and collectively, the "Sales Agents") and (ii) Bank of Montreal, Bank of America, N.A., JPMorgan Chase Bank, National Association, KeyBanc Capital Markets Inc., Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated and Wells Fargo Bank, National Association, each as a forward purchaser (in such capacity, each a "Forward Purchaser", and collectively, the "Forward Purchasers") relating to (a) the issuance and sale by the Company to or through the Sales Agents from time to time of shares of the Company's common stock, $0.01 par value per share ("Common Stock"), and (b) the sale by the Forward Sellers (as defined below), acting as agents for the Forward Purchasers or their affiliates, of shares of Common Stock (collectively, the "Shares"), with the Shares to be sold under the Equity Distribution Agreement having an aggregate gross offering price of up to $750,000,000 (the "August 2024 ATM Program"). The Sales Agents, when acting in their capacity as agents for the Forward Purchasers, are referred to herein individually as a "Forward Seller" and, collectively, as the "Forward Sellers." Pursuant to the terms of the Equity Distribution Agreement, sales of the Shares under the August 2024 ATM Program, if any, will be made through the Sales Agents acting as sales agent or the Forward Sellers acting as agents for the applicable Forward Purchasers, and will be made by means of ordinary brokers'
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Equity Distribution Agreement, dated August 29, 2024, by and among CareTrust REIT, Inc., CTR Partnership, L.P. and (i) BMO Capital Markets Corp., BofA Securities, Inc., KeyBanc Capital Markets Inc., J.P. Morgan Securities LLC, Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated and Wells Fargo Securities, LLC and (ii) Bank of Montreal, Bank of America, N.A., JPMorgan Chase Bank, National Association, KeyBanc Capital Markets Inc., Raymond James & Associates, Inc., Robert W. Baird & Co. Incorporated and Wells Fargo Bank, National Association. 5.1 Opinion of DLA Piper LLP (US). 23.1 Consent of DLA Piper LLP (US) (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the inline XBRL document).
SIGNATURES
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. CARETRUST REIT, INC. By: /s/ William M. Wagner Name: William M. Wagner Title: Chief Financial Officer and Treasurer Date: August 29, 2024