Filed
Pursuant to Rule 424(b)(3)
Registration
No. 333-133652
NNN
HEALTHCARE/OFFICE REIT, INC.
SUPPLEMENT NO. 6 DATED APRIL 12, 2007
TO THE PROSPECTUS DATED SEPTEMBER 20, 2006
This document supplements, and should be read in conjunction
with, our prospectus dated September 20, 2006, as
supplemented by Supplement No. 1 dated November 16,
2006, Supplement No. 2 dated December 11, 2006,
Supplement No. 3 dated February 1, 2007, Supplement
No. 4 dated March 16, 2007 and Supplement No. 5
dated March 28, 2007, relating to our offering of
221,052,632 shares of common stock. The purpose of this
Supplement No. 6 is to disclose:
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the status of our initial public offering;
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our proposed acquisition of Commons V in Naples, Florida;
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our proposed acquisition of Thunderbird Medical Plaza in
Glendale, Arizona;
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our proposed acquisition of the Triumph Hospital Portfolio in
Houston, Texas; and
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the appointment of a new member to our board of directors.
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Status of
Our Initial Public Offering
As of April 6, 2007, we had received and accepted
subscriptions in our offering for 3,273,687 shares of
common stock, or approximately $32,695,000, excluding shares
issued pursuant to our distribution reinvestment plan.
Proposed
Acquisition of Commons V
On April 5, 2007, our board of directors approved the
acquisition of Commons V. Commons V is a three-story
multi-tenant medical office building centrally located in
Naples, Florida. The property was built in 1991 and contains
approximately 55,000 square feet of gross leasable area. The
building is currently 97% leased. The principal businesses and
professions occupying the building are healthcare providers.
We anticipate purchasing Commons V for a purchase price of
$14,100,000, plus closing costs, from an unaffiliated third
party. We intend to finance the purchase through a combination
of debt financing and funds raised through this offering. We
expect to pay our advisor and its affiliate an acquisition fee
of $423,000, or 3% of the purchase price, in connection with the
acquisition.
We anticipate that the closing will occur in the second quarter
of 2007; however, closing is subject to certain agreed upon
conditions and there can be no assurance that we will be able to
complete the acquisition of Commons V.
Proposed
Acquisition of Thunderbird Medical Plaza
On April 5, 2007, our board of directors approved the
acquisition of Thunderbird Medical Plaza. Thunderbird Medical
Plaza is a multi-tenant, three building portfolio located in
Glendale, Arizona, containing approximately 110,000 square feet
of gross leasable area. Thunderbird Medical Plaza is currently
78% leased. Major tenants within the three-building portfolio
include Advantage Urgent Care, Simon Medical Imaging, and
Cardiovascular Consultants.
We anticipate purchasing Thunderbird Medical Plaza for a
purchase price of $25,250,000, plus closing costs, from
unaffiliated third parties. We intend to finance the purchase
through a combination of debt financing and funds raised through
this offering. We expect to pay our advisor and its affiliate an
acquisition fee of $757,500, or 3% of the purchase price, in
connection with the acquisition.
We anticipate that the closing will occur in the second quarter
of 2007; however, closing is subject to certain agreed upon
conditions and there can be no assurance that we will be able to
complete the acquisition of Thunderbird Medical Plaza.
Proposed
Acquisition of Triumph Hospital Portfolio
On April 5, 2007, our board of directors approved the
acquisition of Triumph Hospital Northwest and Triumph Hospital
Southwest, which we collectively refer to as the Triumph
Hospital Portfolio. Triumph Hospital Northwest and Triumph
Hospital Southwest were originally built in 1986 and 1989,
respectively, and are located on 12 and eight acres,
respectively, in suburban Houston, Texas. The Triumph Hospital
Portfolio contains approximately 150,000 square feet of gross
leasable area, which is currently 100% leased to affiliates of
Triumph Healthcare, a provider of long-term acute care services.
We anticipate purchasing the Triumph Hospital Portfolio for a
purchase price of $36,500,000, plus closing costs, from an
unaffiliated third party. We intend to finance the purchase
through a combination of debt financing and funds raised through
this offering. We expect to pay our advisor and its affiliate an
acquisition fee of $1,095,000, or 3% of the purchase price, in
connection with the acquisition.
We anticipate that the closing will occur in the second quarter
of 2007; however, closing would be subject to certain agreed
upon conditions and there can be no assurance that we will be
able to complete the acquisition of the Triumph Hospital
Portfolio.
Appointment
of a New Director
On April 12, 2007, our board of directors appointed Larry
L. Mathis to serve as an independent director on our board of
directors. Mr. Mathis, age 63, has served as an
executive consultant since 1998 with D. Petersen &
Associates, providing counsel to select clients on leadership,
management, governance, and strategy. He served in various
capacities within The Methodist Hospital System, located in
Houston, Texas, for the 27 years prior to joining D.
Petersen & Associates, including consultant to the
chairman of the board from 1997 to 1998, and President and Chief
Executive Officer, as well as a member of the board of
directors, from 1983 to 1997. Mr. Mathis has also served as
a member of the board of directors, chairman of the governance
and nominating committee, and a member of the audit committee of
Alexion Pharmaceuticals, Inc., a NASDAQ-listed company, since
2004. Mr. Mathis received a B.A. degree in Social Sciences
from Pittsburg State University in Kansas and a M.A. degree in
Health Administration from Washington University in St. Louis.
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