Health Care REIT, Inc. Announces Pricing of 14,000,000 Shares of Common Stock at $62.35 Per Share

TOLEDO, Ohio--(BUSINESS WIRE)--

Health Care REIT, Inc. HCN today announced the pricing of its underwritten public offering of 14,000,000 shares of common stock at $62.35 per share. The offering was increased in size from 12,000,000 shares. HCN has granted the underwriters an option to purchase up to an additional 2,100,000 shares during the next 30 days. HCN estimates that the gross proceeds from this offering will be approximately $873 million (or approximately $1.0 billion if the underwriters' option is exercised in full).

HCN intends to use the net proceeds from this offering to repay advances under its primary unsecured credit facility and for general corporate purposes, including investing in health care and seniors housing properties.

BofA Merrill Lynch, Goldman, Sachs & Co., J.P. Morgan, Morgan Stanley, KeyBanc Capital Markets, RBC Capital Markets, and UBS Investment Bank are acting as joint book-running managers for the offering.

The offering is being made pursuant to Health Care REIT's effective shelf registration statement filed with the Securities and Exchange Commission. A prospectus supplement and accompanying prospectus relating to the offering will be filed with the Securities and Exchange Commission. Copies of the prospectus supplement and accompanying prospectus may be obtained, when available, from the Securities and Exchange Commission's website at www.sec.gov or by contacting:

• BofA Merrill Lynch, Attention: Prospectus Department, 222 Broadway, New York, NY 10038, or by emailing dg.prospectus_requests@baml.com
• Goldman, Sachs & Co., 200 West Street, New York, NY 10282, or by calling 1-866-471-2526, or by emailing prospectus-ny@ny.email.gs.com
• J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling 1-866-803-9204
• Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014

This press release is not an offer to sell, nor a solicitation of an offer to buy securities, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Health Care REIT, Inc.

Health Care REIT, Inc., an S&P 500 company with headquarters in Toledo, Ohio, is a real estate investment trust that invests across the full spectrum of seniors housing and health care real estate. The company also provides an extensive array of property management and development services. As of March 31, 2014, the company's broadly diversified portfolio consisted of 1,212 properties in 46 states, the United Kingdom, and Canada.

Forward-Looking Statements

This document may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. When the company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the company's actual results to differ materially from the company's expectations discussed in the forward-looking statements. This may be a result of various factors, including, but not limited to, those factors discussed in the prospectus supplement and accompanying prospectus and in the company's reports filed from time to time with the Securities and Exchange Commission. Completion of the proposed offering is subject to various factors, including, but not limited to, the status of the economy, the status of capital markets and customary closing conditions. The company undertakes no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events or otherwise, or to update the reasons why actual results could differ from those projected in any forward-looking statements.