<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________
FORM 8-K/A
AMENDMENT NO. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
January 7, 1999 (November 6, 1998)
- --------------------------------------------------------------------------
HEALTH CARE PROPERTY INVESTORS, INC.
(Exact name of registrant as specified in its charter)
- --------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S> <C> <C>
Maryland 1-8895 33-0091377
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation of Organization) File Number) Identification No.)
</TABLE>
4675 MacArthur Court, 9th Floor
Newport Beach, CA 92660
(Address of principal executive offices)
(949) 221-0600
(Registrant's telephone number, including area code)
<PAGE>
ITEM 2. ACQUISITION OF ASSETS
During the period from November 6, 1998 through December 23, 1998, Health
Care Property Investors, Inc. and its affiliates and subsidiaries (HCPI)
acquired from unrelated parties 12 long-term care facilities and
13 medical office buildings in five separate transactions for an aggregate
purchase price of approximately $125,348,000. HCPI acquired the
long-term care facilities, subject to existing triple-net leases to three
separate operators. HCPI acquired the medical office buildings in a trans-
action where the seller retains a portion of ownership. The medical office
buildings were leased to multiple tenants on a gross or modified gross
basis under which HCPI may be responsible for property taxes, repairs and
maintenance and/or insurance on those properties. These acquisitions were
funded by bank borrowings on HCPI's revolving bank lines of credit, by the
assumption of debt, by equity contributed by the seller and by cash on
hand. As of January 6, 1999, HCPI has approximately $85,000,000
outstanding on its revolving bank lines of credit.
<TABLE>
<CAPTION>
Facility Acquisition Purchase
Facility Name City State Type Beds Units Date Price
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
FOUR SEASONS BAD AXE MI LTC 120 0 11/06/98 4,870,000
SEABREEZE CARE CENTER TEXAS CITY TX LTC 107 0 11/06/98 3,025,000
EAGLE HIGHLANDS OUTPATIENT CENTER INDIANAPOLIS IN MOB(1) 0 1 12/04/98 2,508,750
METHODIST MEDICAL PLAZA BROWNSBURG BUILDING BROWNSBURG IN MOB(1) 0 1 12/04/98 1,128,750
METHODIST MEDICAL PLAZA EAST BUILDING INDIANAPOLIS IN MOB(1) 0 1 12/04/98 10,966,750
METHODIST MEDICAL PLAZA GLENDALE BUILDING INDIANAPOLIS IN MOB(1) 0 1 12/04/98 4,064,750
METHODIST MEDICAL PLAZA GREENWOOD BUILDING INDIANAPOLIS IN MOB(1) 0 1 12/04/98 7,627,750
ZIONSVILLE MEDICAL CENTER INDIANAPOLIS IN MOB(1) 0 1 12/04/98 2,082,750
EAGLE HIGHLANDS OFFICE PARK INDIANAPOLIS IN MOB(1) 0 1 12/04/98 3,200,750
EAGLE HIGHLANDS BUSINESS CENTER INDIANAPOLIS IN MOB(1) 0 1 12/04/98 6,475,750
EAGLE HIGHLANDS ACORDIA SENIOR INDIANAPOLIS IN MOB(1) 0 1 12/04/98 2,400,750
EAGLE HIGHLANDS ACORDIA SMALL INDIANAPOLIS IN MOB(1) 0 1 12/04/98 2,700,750
METHODIST MEDICAL PLAZA I INDIANAPOLIS IN MOB(1) 0 1 12/04/98 4,500,750
METHODIST MEDICAL PLAZA II INDIANAPOLIS IN MOB(1) 0 1 12/04/98 6,800,750
METHODIST MEDICAL PLAZA CARMEL INDIANAPOLIS IN MOB(1) 0 1 12/04/98 13,700,750
MOUNTAIN VIEW CHRISTIAN HOME HILLSDALE PA LTC 89 0 12/23/98 3,293,000
BROOKVIEW MANOR INDIANAPOLIS IN LTC 144 0 12/23/98 2,400,000
NORTH WILLOW CENTER INDIANAPOLIS IN LTC 208 0 12/23/98 7,800,000
CONTINENTAL CONVALESCENT CENTER INDIANAPOLIS IN LTC 54 0 12/23/98 2,000,000
CHURCHMAN MANOR INDIANAPOLIS IN LTC 118 0 12/23/98 2,400,000
GREENBRIAR MANOR INDIANAPOLIS IN LTC 150 0 12/23/98 6,000,000
BRANDYWINE MANOR GREENFIELD IN LTC 132 0 12/23/98 3,400,000
ROLLING HILLS CONVALESCENT CENTER ANDERSON IN LTC 166 0 12/23/98 8,000,000
THREE RIVERS CENTER FORT WAYNE IN LTC 144 0 12/23/98 3,500,000
MAPLEWOOD MANOR TERRE HAUTE IN LTC 249 0 12/23/98 10,500,000
---- --- ------------
1681 13 125,347,750
---- --- ------------
</TABLE>
- ----------------------------
(1) The medical office buildings encompass approximately
687,000 square feet.
Management believes these acquisitions are consistent with
HCPI's historical business strategy of acquiring and concurrently
leasing health care facilities. In assessing the facilities,
HCPI considered the type, location, age, design and physical
condition of the facilities acquired, as well as historical, if
applicable, and projected operating results of the health care
operations conducted at the facilities. Additionally, HCPI
considers the operating ability, financial condition and reputation of
the operators to which the acquired facilities are to be leased.
HCPI, after reasonable inquiry, is not aware of any material
factors that would cause the financial information reported not to be
necessarily indicative of future operating results, although no
assurance can be given by HCPI regarding actual future
operating results. HCPI intends to continue the current use of
each property.
Acquisitions of long-term care facilities and of medical office buildings
where the seller has retained a portion of the ownership are to be
reported under Rule 3-05 of Regulation S-X. The acquisitions reported
herein are not "significant acquisitions" either individually or in the
aggregate under that Rule. Therefore neither audited historical financial
statements nor pro forma financial information concerning these properties
will be required to be provided in Item 7 of a future Report on Form 8-K/A.
<PAGE>
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 thereunto duly authorized.
Date: March 8, 1999 HEALTH CARE PROPERTY INVESTORS, INC.
(REGISTRANT)
/S/ James G. Reynolds
-----------------------------
James G. Reynolds
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
/S/ Devasis Ghose
-----------------------------
Devasis Ghose
Senior Vice President-Finance and Treasurer
(Principal Accounting Officer)