MEDICAL PROPERTIES TRUST, INC.
Table of Contents

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 28, 2006
MEDICAL PROPERTIES TRUST, INC.
(Exact Name of Registrant as Specified in Charter)
Commission File Number 001-32559
     
Maryland   20-0191742
(State or other jurisdiction   (I. R. S. Employer
of incorporation or organization)   Identification No.)
     
1000 Urban Center Drive, Suite 501    
Birmingham, AL   35242
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code
(205) 969-3755
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 7.01. Regulation FD Disclosure
Item 9.01. Financial Statements and Exhibits
SIGNATURE
EX-99.1 PRESS RELEASE DATED 11-28-06


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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 28, 2006,Medical Properties Trust received notice that Bryan L. Goolsby will resign from the Company’s Board of Directors, effective January 1, 2007.
Item 7.01. Regulation FD Disclosure.
On November 28, 2006, Medical Properties Trust issued a press release announcing the resignation of Bryan L. Goolsby from its Board of Directors, effective January 1, 2007. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in this Item 7.01, including the information set forth in Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. In addition, this information shall not be deemed incorporated by reference in any filing of Medical Properties Trust, Inc. with the Securities and Exchange Commission, except as expressly set forth by specific reference in any such filing.
     Item 9.01. Financial Statements and Exhibits.
     (d)      Exhibits
               99.1      Press Release dated November 28, 2006.

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SIGNATURE
     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.
             
    MEDICAL PROPERTIES TRUST, INC.    
    (Registrant)    
 
           
 
  By:   /s/ R. Steven Hamner    
 
           
    R. Steven Hamner    
    Executive Vice President    
    and Chief Financial Officer    
    (Principal Financial and Accounting Officer)    
Date: November 29, 2006

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EX-99.1 PRESS RELEASE DATED 11-28-06
 

     
(MEDICAL PROPERTIES TRUST LOGO)
  Exhibit 99.1
         
 
  Contact:   Charles Lambert
 
      Finance Director
 
      Medical Properties Trust
 
      (205) 397-8897
 
      clambert@medicalpropertiestrust.com
BRYAN L. GOOLSBY RESIGNS AS DIRECTOR
FROM MEDICAL PROPERTIES TRUST
     Birmingham, Ala., November 28, 2006 — Medical Properties Trust, Inc. (NYSE: MPW) announced today that Bryan L. Goolsby, a member of the Company’s Board of Directors, has resigned effective January 1, 2007. Mr. Goolsby, who is a partner in the law firm Locke Liddell & Sapp LLP, joined MPT’s Board prior to the Company’s initial public offering in March 2005.
     “I have enjoyed my association with Medical Properties Trust, the other members of the Board of Directors and management. I look forward to continuing a relationship with MPT in the future,” said Mr. Goolsby.
     MPT’s Chairman, President and CEO, Edward K. Aldag, Jr., stated, “Bryan has truly been an asset to the Company and we appreciate his valuable contributions during an exciting period for our Company. His wise counsel will be missed at the Board level and by me personally.”
About Medical Properties Trust, Inc.
     Medical Properties Trust, Inc. is a Birmingham, Alabama based self-advised real estate investment trust formed to capitalize on the changing trends in healthcare delivery by acquiring and developing net-leased healthcare facilities. These facilities include inpatient rehabilitation hospitals, long-term acute care hospitals, regional acute care hospitals, ambulatory surgery centers and other single-discipline healthcare facilities, such as heart hospitals, orthopedic hospitals and cancer centers.
The statements in this press release that are forward looking are based on current expectations and actual results or future events may differ materially. Words such as “expects,” “believes,” “anticipates,” “intends,” “will,” “should” and variations of such words and similar expressions are intended to identify such forward-looking statements, which include statements including, but not limited to, the payment of future dividends, if any. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results of the Company or future events to differ materially from those expressed in or underlying such forward-looking statements,

 


 

including without limitation: national and economic, business, real estate and other market conditions; the competitive environment in which the Company operates; the execution of the Company’s business plan; financing risks; the Company’s ability to attain and maintain its status as a REIT for federal income tax purposes; acquisition and development risks; potential environmental and other liabilities; and other factors affecting the real estate industry generally or healthcare real estate in particular. For further discussion of the facts that could affect outcomes, please refer to the “Risk Factors” section of the Company’s Form 10-K for the year ended December 31, 2005. Except as otherwise required by the federal securities laws, the Company undertakes no obligation to update the information in this press release.
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