15,000,000 Shares HCP, Inc. (a Maryland corporation) Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • December 13th, 2018 • Hcp, Inc. • Real estate investment trusts • New York
HCP, Inc., a Maryland corporation (the “Company”), confirms its agreement with each of the Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 11 hereof), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as representative (the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 2,000,000 shares of Common Stock, par value $1.00 per share, of the Company (the “Common Stock”). The aforesaid 2,000,000 shares of Common Stock to be purchased by the Underwriters are collectively hereinafter called the “Securities.”
Date: December 10, 2018 To: HCP, Inc.Registered Forward Transaction • December 13th, 2018 • Hcp, Inc. • Real estate investment trusts
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction entered into between us on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.
