Item 8.01. Other Events.




On September 22, 2021, MPT Operating Partnership, L.P. (the "Operating
Partnership"), a Delaware limited partnership and the operating partnership of
Medical Properties Trust, Inc., a Maryland corporation (the "Company"), MPT
Finance Corporation, a Delaware corporation and wholly owned subsidiary of the
Operating Partnership (together with the Operating Partnership, the "Issuers"),
and the Company, as guarantor, entered into an underwriting agreement (the
"Underwriting Agreement") with Barclays Bank PLC, Goldman Sachs & Co. LLC, J.P.
Morgan Securities plc and Merrill Lynch International, as representatives of the
several underwriters named therein (collectively, the "Underwriters"), pursuant
to which the Issuers agreed to issue and sell to the Underwriters €500,000,000
aggregate principal amount of the Issuers' 0.993% Senior Notes due 2026 at an
issue price of 100.000% of par value (the "Notes"). The offering of the Notes is
expected to close on or about October 6, 2021, subject to customary closing
conditions.
The Notes are fully and unconditionally guaranteed on an unsecured basis by the
Company.
The offering and sale of the Notes were made pursuant to a preliminary
prospectus supplement, free writing prospectus and final prospectus supplement
under the Issuers' and the Company's effective registration statement on
Form S-3
(Registration
Nos. 333-229103,
333-229103-01
and
333-229103-02), each
of which has been filed with the Securities and Exchange Commission.
The Underwriting Agreement contains customary representations, warranties and
covenants by the Issuers and the Company. It also provides for customary
indemnification by each of the Issuers and the Company for losses or damages
arising out of or in connection with the sale of the Notes.
The foregoing is a summary description of certain terms of the Underwriting
Agreement and is qualified in its entirety by the text of the Underwriting
Agreement, which is attached as Exhibit 1.1 to this Current Report on
Form 8-K and
incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.




(d)
Exhibits

Exhibit No.                                  Description

1.1                 Underwriting Agreement, dated September 22, 2021, among the
                  Issuers, the Company and Barclays Bank PLC, Goldman Sachs & Co.
                  LLC, J.P. Morgan Securities plc and Merrill Lynch International,
                  as representatives of the several underwriters named therein

5.1                 Opinion of Goodwin Procter LLP regarding legality of the notes
                  offered

23.1                Consent of Goodwin Procter LLP (included in Exhibit 5.1)

104               Cover Page Interactive Data File (embedded within the Inline XBRL
                  document)

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