With the goal of improving the real estate investment trust’s ability to buy properties in tax-deferred structures, Welltower (NYSE: WELL) is undergoing a reorganization.
The Toledo, Ohio-based REIT will become an umbrella partnership real estate investment trust (UPREIT), which involves forming a publicly traded parent company that will adopt the Welltower name.
The existing REIT will convert to a Delaware limited liability company called “Welltower OP LLC” and will be controlled by the new parent entity.
The new UPREIT will continue to trade on the New York Stock Exchange as “WELL.”
The move is not expected to have any impact on the company’s financial position or leadership structure, nor will it affect its existing shareholders, debt security holders, lenders or other constituencies.
Welltower said the reorganization will better align its corporate structure with other publicly traded REITs.
“Additionally, we believe that the conversion will further expand our already robust external growth pipeline, as OP units potentially offer a unique tool for sellers seeking tax deferral and advanced tax planning,” Welltower CEO Shankh Mitra said in a news release.
The holding company reorganization is set to take effect on April 1. The process to convert the LLC is effective, pending approval, shortly after the annual shareholder meeting.
On the same day, National Health Investors (NYSE: NHI) announced it had reached a memorandum of understanding in its lawsuit against Welltower.
NHI alleged that Welltower had failed to honor certain legal obligations following the REIT’s acquisition of 26 communities formerly leased to Holiday Retirement from NHI.
NHI and Welltower have agreed under the memorandum that they would work to find new tenants for 16 legacy Holiday properties.
Welltower also agreed to pay NHI approximately $6.9 million in an escrow account until the final settlement is filed in court. NHI is also entitled to the entirety of an $8.8 million security deposit.