FORM 10-Q/A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
[ ] For the transition period from __________________ to __________________
COMMISSION FILE NUMBER 1-8923
HEALTH CARE REIT, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 34-1096634
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(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE SEAGATE, SUITE 1500, TOLEDO, OHIO 43604
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(Address of principal executive office) (Zip Code)
(Registrant's telephone number, including area code) (419) 247-2800
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(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X]. No [ ].
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes [ ]. No [ ].
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of August 1, 2002.
Class: Shares of Common Stock, $1.00 par value
Outstanding 38,989,230 shares
EXPLANATORY NOTE
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This Amendment No. 1 to Health Care REIT, Inc.'s Quarterly Report on Form 10-Q
for the quarter ended June 30, 2002 (the "Form 10-Q") is being filed solely to
correct a typographical error on Exhibits 99.1 and 99.2 (April 14, 2002 was
inadvertently typed on the certificates instead of August 14, 2002) and to
indicate that the certifications were signed and on file with the Company on
August 14, 2002. Other than the foregoing, no revisions have been made to the
Form 10-Q.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
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(a) Exhibits
10.1 Credit Agreement between Health Care REIT, Inc. and
Fifth Third Bank dated as of May 31, 2002.
* 99.1 Certification pursuant to 18 U.S.C. Section 1350 by
Chief Executive Officer.
* 99.2 Certification pursuant to 18 U.S.C. Section 1350 by
Chief Financial Officer.
99.3 Press release dated May 7, 2002.
99.4 Press release dated May 9, 2002.
99.5 Press release dated July 2, 2002.
99.6 Press release dated July 9, 2002.
99.7 Press release dated July 16, 2002.
(b) Reports on Form 8-K
Form 8-K filed on May 8, 2002.
Form 8-K/A filed on May 8, 2002.
* These Exhibits are being refiled to correct a typographical error (to change
April to August) and to indicate that the certifications were signed and
on file with the Company on August 14, 2002.
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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.
HEALTH CARE REIT, INC.
Date: August 19, 2002 By: /S/ GEORGE L. CHAPMAN
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George L. Chapman,
Chairman and Chief Executive Officer
Date: August 19, 2002 By: /S/ RAYMOND W. BRAUN
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Raymond W. Braun,
President and Chief Financial Officer
Date: August 19, 2002 By: /S/ MICHAEL A. CRABTREE
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Michael A. Crabtree,
Chief Accounting Officer
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EXHIBIT INDEX
The following documents are included in this Form 10-Q/A as Exhibits:
DESIGNATION
NUMBER UNDER
ITEM 601 OF
REGULATION S-K EXHIBIT DESCRIPTION
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99.1 Certification pursuant to 18 U.S.C. Section 1350 by Chief Executive Officer.
99.2 Certification pursuant to 18 U.S.C. Section 1350 by Chief Financial Officer.
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