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Health Care REIT, Inc. Announces Approval of Proxy Proposal

05/23/2003

TOLEDO, Ohio--(BUSINESS WIRE)--May 23, 2003--Health Care REIT, Inc. (NYSE:HCN) announced today that the proposal to amend its certificate of incorporation to increase the number of authorized shares of preferred stock was approved by a majority vote of its outstanding stockholder base. The proposal was approved by approximately 80 percent of the actual shares voted. As previously announced, the annual meeting of stockholders had been adjourned in order to give all stockholders the benefit of additional time to vote. Due to the non-routine nature of this proposal, brokers were not allowed to vote on behalf of their clients.

George L. Chapman, chairman and chief executive officer of Health Care REIT commented, "We were pleased that stockholders who had not yet voted on the proposal were given the opportunity to participate in this important business decision for the company. We believe that increasing the number of preferred shares will provide the company with the continued financial flexibility that has allowed us to successfully implement our investment strategy."

Health Care REIT, Inc., with headquarters in Toledo, Ohio, is a real estate investment trust that invests in health care facilities, primarily skilled nursing and assisted living facilities. At March 31, 2003, we had investments in 248 health care facilities in 33 states with 46 operators and had total assets of approximately $1.6 billion. For more information on Health Care REIT, Inc., via facsimile at no cost, dial 1-800-PRO-INFO and enter the company code - HCN. More information is available on the Internet at www.hcreit.com.

This document may contain "forward-looking" statements as defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements concern the possible expansion of our portfolio; the performance of our operators and properties; our ability to enter into agreements with new viable tenants for properties which we take back from financially troubled tenants, if any; our ability to make distributions; our policies and plans regarding investments, financings and other matters; our tax status as a real estate investment trust; our ability to appropriately balance the use of debt and equity; and our ability to access capital markets or other sources of funds. When we use words such as "believe," "expect," "anticipate," or similar expressions, we are making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Our expected results may not be achieved, and actual results may differ materially from our expectations. This may be a result of various factors, including, but not limited to: the status of the economy; the status of capital markets, including prevailing interest rates; compliance with and changes to regulations and payment policies within the health care industry; changes in financing terms; competition within the health care and senior housing industries; and changes in federal, state and local legislation. Finally, we assume no obligation to update or revise any forward-looking statements or to update the reasons why actual results could differ from those projected in any forward-looking statements.

    CONTACT: Health Care REIT, Inc. Ray Braun, 419/247-2800
             Mike Crabtree, 419/247-2800

    SOURCE: Health Care REIT, Inc.