Welltower OP LLC Sample Contracts
WELLTOWER OP LLC, as Issuer, WELLTOWER INC., as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF __________, 20__ JUNIOR SUBORDINATED DEBT SECURITIESIndenture • March 28th, 2025 • Welltower OP LLC • Real estate investment trusts • New York
This Indenture, dated as of ________, 20__, between Welltower OP LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (the “Issuer”), having its principal offices at 4500 Dorr Street, Toledo, Ohio 43615, Welltower Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Guarantor” and together with the Issuer, the “Obligors”), having its principal offices at 4500 Dorr Street, Toledo, Ohio 43615, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (the “Trustee”), having its principal offices at 311 S. Wacker Drive, Suite 6200B, Floor 62, Chicago, Illinois 60606.
WELLTOWER OP LLC as Issuer WELLTOWER INC. as REIT and Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of July 11, 2024Indenture • July 11th, 2024 • Welltower OP LLC • Real estate investment trusts • New York
INDENTURE dated as of July 11, 2024 among WELLTOWER OP LLC, a Delaware limited liability company, as issuer (the “Company,” as more fully set forth in Section 1.01 hereof), WELLTOWER INC., a Delaware corporation, as the REIT and guarantor (the “REIT,” as more fully set forth in Section 1.01 hereof), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01 hereof).
WELLTOWER INC. (a Delaware corporation) WELLTOWER OP LLC (a Delaware limited liability company) (including the Additional Notes (as defined in the Purchase Agreement)) REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 11th, 2024 • Welltower OP LLC • Real estate investment trusts • New York
Welltower OP LLC, a Delaware limited liability company (the “Operating Company”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC (the “Representatives”) are acting as the representatives, its 3.125% Exchangeable Senior Notes due 2029 (the “Notes”), upon the terms set forth in the Purchase Agreement by and among the Operating Company, Welltower Inc., a Delaware corporation (the “Company”), and the Representatives, dated as of July 8, 2024 (the “Purchase Agreement”), relating to the initial placement (the “Initial Placement”) of the Notes. In certain circumstances, the Notes will be exchangeable for shares of the Company’s common stock, par value $1.00 per share (the “Common Stock”), in accordance with the terms of the Notes and the Indenture (as defined below). The Notes will be guaranteed on a senior unsecured basis by the Company. To induce the Initial Purchasers to
WELLTOWER INC., as Issuer, WELLTOWER OP LLC, as Guarantor, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FORM OF INDENTURE DATED AS OF __________, 20__ SENIOR DEBT SECURITIESIndenture • March 28th, 2025 • Welltower OP LLC • Real estate investment trusts • New York
This Indenture, dated as of ________, 20__, between Welltower Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Issuer”), having its principal offices at 4500 Dorr Street, Toledo, Ohio 43615, Welltower OP LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (the “Guarantor” and together with the Issuer, the “Obligors”), having its principal offices at 4500 Dorr Street, Toledo, Ohio 43615, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (the “Trustee”), having its principal offices at 311 S. Wacker Drive, Suite 6200B, Floor 62, Chicago, Illinois 60606.
WELLTOWER OP LLC as Issuer WELLTOWER INC. as REIT and Guarantor Execution Version AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of May 11, 2023Indenture • May 11th, 2023 • Welltower OP LLC • Real estate investment trusts • New York
INDENTURE dated as of May 11, 2023 among WELLTOWER OP LLC, a Delaware limited liability company, as issuer (the “Company,” as more fully set forth in Section 1.01 hereof), WELLTOWER INC., a Delaware corporation, as the REIT and guarantor (the “REIT,” as more fully set forth in Section 1.01 hereof), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01 hereof).
AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 24 BY AND AMONG WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF AUGUST 4, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF...Supplemental Indenture • August 4th, 2025 • Welltower OP LLC • Real estate investment trusts
This AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 24 (this “Amendment No. 1”) is made and entered into as of August 4, 2025 among WELLTOWER OP LLC, a Delaware limited liability company (the “Company”), WELLTOWER INC., a Delaware corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
SUPPLEMENTAL INDENTURE NO. 24 BY AND BETWEEN WELLTOWER OP LLC as Issuer AND WELLTOWER INC. as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AS OF JUNE 27, 2025 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010...Supplemental Indenture • June 27th, 2025 • Welltower OP LLC • Real estate investment trusts • New York
This SUPPLEMENTAL INDENTURE NO. 24 (this “Supplemental Indenture”) is made and entered into as of June 27, 2025 among WELLTOWER OP LLC, a Delaware limited liability company (the “Company”), WELLTOWER INC., a Delaware corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
LIMITED LIABILITY COMPANY AGREEMENT OF WELLTOWER OP LLC May 24, 2022Limited Liability Company Agreement • May 25th, 2022 • Welltower OP LLC • Real estate investment trusts • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (as may be amended, supplemented or restated from time to time, the “Agreement”) of Welltower OP LLC, a Delaware limited liability company (together with its successors or permitted assignees, the “Company”), is dated as of May 24, 2022 and entered into by and among Welltower Inc., a Delaware corporation, as the initial member, and the Persons whose names are set forth on the Member Registry as Members (each as hereinafter defined), together with each other Person who at any time after the date hereof becomes a Member of the Company as provided herein.