e424b3
Filed
Pursuant to Rule 424(b)(3)
Registration
No. 333-133652
GRUBB &
ELLIS HEALTHCARE REIT, INC.
SUPPLEMENT
NO. 3 DATED FEBRUARY 12, 2008
TO THE PROSPECTUS DATED DECEMBER 14, 2007
This document supplements, and should be read in conjunction
with, our prospectus dated December 14, 2007, as
supplemented by Supplement No. 1, dated January 4,
2008, and Supplement No. 2, dated January 30, 2008,
relating to our offering of 221,052,632 shares of common
stock. The purpose of this Supplement No. 3 is to disclose:
|
|
|
|
|
the status of our initial public offering;
|
|
|
|
our acquisition of Medical Portfolio 1 in Florida and
Kansas; and
|
|
|
|
the name change of the managing member of our advisor, Triple
Net Properties, LLC, to Grubb & Ellis Realty
Investors, LLC.
|
Status of
Our Initial Public Offering
As of January 31, 2008, we had received and accepted
subscriptions in our offering for 22,886,033 shares of our
common stock, or approximately $228,591,000, excluding shares
issued under our distribution reinvestment plan.
Acquisition
of Medical Portfolio 1
On February 1, 2008, we, through our subsidiary, G&E
Healthcare REIT Medical Portfolio 1, LLC, acquired a ground
lease interest in certain real property known as Largo Medical
Arts Center, and a fee simple interest in certain real
properties known as Doctors Medical Building, West Bay
Surgery Center, Brandon Medical Plaza and Central Florida
SurgiCenter, located in Florida and Kansas, or collectively
Medical Portfolio 1, from unaffiliated third parties for a total
purchase price of $36,950,000, plus closing costs.
Financing
and Fees
We financed the purchase price with a secured loan of
$22,000,000 from Wachovia Bank, National Association, or
Wachovia, and $16,000,000 in borrowings under our secured
revolving line of credit with LaSalle Bank National Association,
or LaSalle, and KeyBank National Association, or Key Bank, as
disclosed in our prospectus. An acquisition fee of $1,109,000,
or 3.0% of the purchase price, was paid to Grubb &
Ellis Healthcare REIT Advisor, LLC, our advisor, and its
affiliate.
On February 1, 2008, we, through G&E Healthcare REIT
Medical Portfolio 1, LLC, obtained a secured loan, or the
Medical Portfolio 1 loan, with Wachovia. The Medical Portfolio 1
loan is evidenced by a Loan Agreement and a Promissory Note in
the principal amount of $22,000,000, or the Medical Portfolio 1
note. The Medical Portfolio 1 note is secured by an Open-End
Mortgage, Assignment, Security Agreement and Fixture Filing on
each of the Medical Portfolio 1 properties and a Repayment
Guaranty by which we unconditionally and irrevocably guarantee
the obligations as listed in the Repayment Guaranty. The Medical
Portfolio 1 loan matures on February 28, 2011. The
Medical Portfolio 1 loan provides for monthly principal and
interest payments due on the first day of each calendar month,
beginning March 1, 2008. At our option, the Medical
Portfolio 1 loan bears interest at per annum rates equal
to:
(a) 30-day
LIBOR plus 1.68% per annum; or (b) the Prime Rate, as
announced by Wachovia from time to time. If any monthly
installment that is due is not received by Wachovia on or before
the 15th day of each month, the Medical Portfolio 1
loan provides for a late charge equal to 4.0% of such monthly
installment. In the event of a default, the Medical
Portfolio 1 loan also provides for a default interest rate
of 4.0% per annum plus the greater of the LIBOR Rate or the
Prime Rate. The Medical Portfolio 1 loan may be prepaid in
whole or in part, without paying a prepayment premium.
We, through G&E Healthcare REIT Medical Portfolio 1, LLC,
entered into an interest rate swap agreement, dated
February 1, 2008, as amended February 8, 2008, or the
ISDA Agreement, with Wachovia, in connection with the Medical
Portfolio 1 loan with Wachovia. As a result of the ISDA
Agreement, the Medical Portfolio 1 loan bears interest at an
effective fixed rate of 5.26% per annum from February 1,
2008 through January 31, 2011; and provides
1
for monthly principal and interest payments due on the first
business day of each calendar month commencing on March 3,
2008.
Description
of the Property
Medical Portfolio 1 consists of five medical office buildings:
Doctors Medical Building, Largo Medical Arts Center, West
Bay Surgery Center, Brandon Medical Plaza and Central Florida
SurgiCenter. Medical Portfolio 1, located in Florida and Kansas,
consists of approximately 163,000 square feet of gross
leasable area. The buildings are either situated on the campuses
of, or affiliated with, Hospital Corporation of America, or HCA,
one of the largest for-profit health systems in the United
States. Medical Portfolio 1 has a combined parking ratio of 6.24
spaces per 1,000 square feet and is approximately 94.6%
leased.
Built in 1978, Doctors Medical Building, a five-story
building consisting of approximately 63,000 square feet of
gross leasable area, is located on the main campus of Overland
Park Regional Medical Center, or OPRMC, in Overland Park,
Kansas. Doctors Medical Building is approximately 96.3%
leased, largely by OPRMC, which occupies approximately
40,000 square feet, or 62.7%, of the gross leasable area.
Built in 1986, Largo Medical Arts Center is a four-story medical
office building in Largo, Florida. The property is located on
the campus of Largo Medical Center, or LMC, and consists of
approximately 33,000 square feet of gross leasable area.
Largo Medical Arts Center is approximately 96.4% leased, and LMC
is the largest tenant, occupying approximately 6,500 square
feet, or 20.0%, of the gross leasable area.
Built in 1975 and renovated in 1990, West Bay Surgery Center is
a single-story, medical office building consisting of
approximately 15,000 square feet of gross leasable area.
Located in Largo, Florida, the property is situated on the LMC
campus and is 100% leased. Largo Surgery, LLC is the largest
tenant, occupying approximately 89.3% of the gross leasable area.
Built in 1997, Brandon Medical Plaza is a single-story medical
office building in Brandon, Florida that consists of
approximately 42,000 square feet of gross leasable area.
The property is located on the campus of Brandon Regional
Hospital, or BRH, and is approximately 96.5% leased. The major
tenant is BRH, which currently occupies approximately 46.0% of
the gross leasable area.
Built in 1995, Central Florida SurgiCenter is a single-story
medical office building consisting of approximately
10,000 square feet of gross leasable area in Lakeland,
Florida. Central Florida SurgiCenter is 100% leased to Surgicare
of Central Florida, Ltd.
Triple Net Properties Realty, Inc., or Realty, serves as the
property manager and provides services and receives certain fees
and expense reimbursements in connection with the operation and
management of Medical Portfolio 1. Realty sub-contracts certain
property management services of Medical Portfolio 1 to
Grubb & Ellis Management Services, Inc., a subsidiary
of our sponsor.
There are approximately 72 comparable properties located in the
surrounding markets that might compete with Medical Portfolio 1.
Management currently has no renovation plans for Medical
Portfolio 1 and believes that it is suitable for its intended
purpose and adequately covered by insurance. For federal income
tax purposes, the depreciable basis in Medical Portfolio 1 will
be approximately $33.9 million. We calculate depreciation
for income tax purposes using the straight line method. We
depreciate buildings based upon estimated useful lives of
39 years. For 2007, Medical Portfolio 1 paid real estate
taxes of approximately $306,000 at a rate of 3.68%.
2
The following table sets forth the lease expirations of Medical
Portfolio 1 for the next ten years, including the number of
tenants whose leases will expire in the applicable year, the
total area in square feet covered by such leases and the
percentage of gross annual rent represented by such leases.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
% of Gross
|
|
|
|
|
|
|
|
|
Annual Rent
|
|
|
|
|
Total Square
|
|
Gross Annual
|
|
Represented
|
|
|
No. of Leases
|
|
Feet of Expiring
|
|
Rent of
|
|
by Expiring
|
Year
|
|
Expiring
|
|
Leases
|
|
Expiring Leases
|
|
Leases
|
|
2008
|
|
|
8
|
|
|
|
13,000
|
|
|
$
|
246,000
|
|
|
|
7.4
|
%
|
2009
|
|
|
4
|
|
|
|
5,000
|
|
|
$
|
116,000
|
|
|
|
3.5
|
%
|
2010
|
|
|
2
|
|
|
|
13,000
|
|
|
$
|
380,000
|
|
|
|
11.4
|
%
|
2011
|
|
|
5
|
|
|
|
13,000
|
|
|
$
|
256,000
|
|
|
|
7.7
|
%
|
2012
|
|
|
8
|
|
|
|
19,000
|
|
|
$
|
339,000
|
|
|
|
10.1
|
%
|
2013
|
|
|
2
|
|
|
|
33,000
|
|
|
$
|
606,000
|
|
|
|
18.1
|
%
|
2014
|
|
|
5
|
|
|
|
16,000
|
|
|
$
|
331,000
|
|
|
|
9.9
|
%
|
2015
|
|
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
%
|
2016
|
|
|
2
|
|
|
|
15,000
|
|
|
$
|
370,000
|
|
|
|
11.1
|
%
|
2017
|
|
|
5
|
|
|
|
29,000
|
|
|
$
|
695,000
|
|
|
|
20.8
|
%
|
The following table shows the average occupancy rate and the
average effective annual rental rate per square foot for Medical
Portfolio 1 for the last three years:
|
|
|
|
|
|
|
|
|
|
|
|
|
Average Effective Annual Rental
|
Year
|
|
Average Occupancy Rate
|
|
Rate per Square Foot
|
|
2005
|
|
|
96.7
|
%
|
|
$
|
22.19
|
|
2006
|
|
|
92.3
|
%
|
|
$
|
22.16
|
|
2007
|
|
|
86.7
|
%
|
|
$
|
23.04
|
|
Name
Change of Triple Net Properties, LLC to Grubb & Ellis
Realty Investors, LLC
On December 7, 2007, NNN Realty Advisors, Inc., which
previously served as our sponsor, merged with and into a wholly
owned subsidiary of Grubb & Ellis Company, which we
now consider to be our sponsor. On February 6, 2008, in
connection with the merger, Triple Net Properties, LLC, which is
the managing member of our advisor and is an indirect wholly
owned subsidiary of our sponsor, changed its name to
Grubb & Ellis Realty Investors, LLC.
3