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Press release from Business Wire

Health Care REIT, Inc. Announces Pricing of 26,000,000 Shares of Common Stock at $56.00 Per Share

Tuesday, September 18, 2012

Health Care REIT, Inc. Announces Pricing of 26,000,000 Shares of Common Stock at $56.00 Per Share17:43 EDT Tuesday, September 18, 2012 TOLEDO, Ohio (Business Wire) -- Health Care REIT, Inc. (NYSE:HCN) today announced the pricing of its underwritten public offering of 26,000,000 shares of common stock at $56.00 per share. The offering was increased in size from 22,000,000 shares. The company has granted the underwriters an option to purchase up to an additional 3,900,000 shares during the next 30 days. The company estimates that the gross proceeds from this offering will be approximately $1.5 billion (or approximately $1.7 billion if the underwriters' option is exercised in full). The company intends to use the net proceeds from this offering to repay advances under its unsecured lines of credit, to repay other outstanding indebtedness and for general corporate purposes, including investing in health care and seniors housing properties. BofA Merrill Lynch, J.P. Morgan, Morgan Stanley, Deutsche Bank Securities, Wells Fargo Securities and KeyBanc Capital Markets acted as joint book-running managers for the offering. The shares of common stock are being offered pursuant to an effective shelf registration statement that Health Care REIT previously filed with the U.S. Securities and Exchange Commission. A copy of the prospectus supplement and accompanying base prospectus related to the offering may be obtained by contacting BofA Merrill Lynch, 222 Broadway, 7th Floor, New York, NY 10038, Attention: Prospectus Department or email: dg.prospectus_requests@baml.com; or J.P. Morgan Securities LLC, Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling (866) 803-9204; or Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, telephone: (866) 718-1649, or email: prospectus@morganstanley.com. This press release is not an offer to sell, nor a solicitation of an offer to buy securities, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. About Health Care REIT, Inc. Health Care REIT, Inc., an S&P 500 company with headquarters in Toledo, Ohio, is a real estate investment trust that invests across the full spectrum of seniors housing and health care real estate. The company also provides an extensive array of property management and development services. As of June 30, 2012, the company's broadly diversified portfolio consisted of 1,010 properties in 46 states and Canada. Forward-Looking Statements This document may contain “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995. When the company uses words such as “may,” “will,” “intend,” “should,” “believe,” “expect,” “anticipate,” “project,” “estimate” or similar expressions, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties. The company's expected results may not be achieved, and actual results may differ materially from expectations. This may be a result of various factors, including, but not limited to, those factors discussed in the prospectus supplement and related prospectus and in the company's reports filed from time to time with the Securities and Exchange Commission. Completion of the offering is subject to various factors, including, but not limited to, customary closing conditions. The company assumes 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. Health Care REIT, Inc.Scott Estes, 419-247-2800Jay Morgan, 419-247-2800