DENVER, Jan. 27, 2021 /PRNewswire/ -- Healthpeak
Properties, Inc. (NYSE: PEAK) (the "Offeror") announced today the
purchase prices payable in connection with its previously announced
tender offers (the "Offers") to purchase for cash any and all of
its outstanding securities listed in the table below (the
"Securities") from each registered holder of the Securities.
CUSIP
Number
|
|
Title of
Security
|
|
Aggregate
Principal
Amount
Outstanding
|
|
Reference
U.S. Treasury
Security
|
|
Bloomberg
Reference
Page
|
|
Fixed
Spread (basis
points)
|
|
Reference
Yield
|
|
Purchase
Price (1)(2)
|
40414LAJ8
|
|
4.250% Senior
Notes
due 2023
|
|
$300,000,000
|
|
0.125% due August 15,
2023
|
|
FIT5
|
|
25
|
|
0.153%
|
|
$1,097.39
|
40414LAK5
|
|
4.200% Senior
Notes
due 2024
|
|
$350,000,000
|
|
2.875% due November
30, 2023
|
|
FIT5
|
|
25
|
|
0.164%
|
|
$1,106.85
|
40414LAL3
|
|
3.875% Senior
Notes
due 2024
|
|
$800,000,000
|
|
2.500% due May 15,
2024
|
|
FIT5
|
|
25
|
|
0.199%
|
|
$1,112.20
|
|
(1)
|
Per $1,000 principal
amount.
|
(2)
|
The Purchase Price
for Securities validly tendered at or prior to the Expiration Time
(as defined below) and accepted for purchase is calculated using
the applicable Fixed Spread (as set forth in the table above), as
more fully described in the Offer to Purchase (as defined
below).
|
The Offers were made pursuant to an Offer to Purchase, dated
January 21, 2021 (the "Offer to
Purchase"), and the related Notice of Guaranteed Delivery for the
Offers (together with the Offer to Purchase, the "Offer
Documents"). The Offers will expire at 5:00
p.m., New York City Time, on January
27, 2021 (the "Expiration Time").
The applicable "Purchase Price" payable for the Securities of
each series was calculated in accordance with the Offer to
Purchase and is an amount that reflects a yield from the Settlement
Date (as defined below) to the applicable par call date (which, in
the case of each series of Securities, is the 90th calendar day
prior to the maturity date of the Securities of such series) of
such series of Securities equal to the sum of (i) the Reference
Yield (as defined below) for such series of Securities, determined
at 2:00 p.m., New York City time, on January 27, 2021 plus (ii) the applicable Fixed
Spread, in each case minus Accrued Interest on the
Securities. The "Reference Yield" means, with respect to each
series of Securities, the yield of the applicable reference
security listed above for such series of Securities.
Only holders of Securities who validly tendered and did not
validly withdraw their Securities at or prior to the Expiration
Time are eligible to receive the applicable Purchase Price for such
Securities accepted for purchase. Holders of the Securities will
also receive accrued and unpaid interest on their Securities
validly tendered and accepted for purchase from the most recent
interest payment date to, but excluding, the Settlement Date. On
January 28, 2021 (the "Settlement
Date"), the Offeror expects to pay for the Securities that were
validly tendered at or prior to the Expiration Time and that are
accepted for purchase. With respect to any Securities accepted for
purchase that are tendered and subsequently delivered in accordance
with the guaranteed delivery procedures described in the Offer
Documents, such tendering holders will receive payment of the
Purchase Price for such accepted Securities on February 1, 2021, plus accrued and unpaid
interest thereon, if any, from the most recent interest payment
date to, but excluding, the Settlement Date.
The Offeror expects to use the net cash proceeds from closed
senior housing dispositions to pay the Purchase Price, plus accrued
interest to, but excluding, the Settlement Date, for all Securities
that the Offeror accepts for purchase pursuant to the Offers.
The Offeror has retained Credit Suisse Securities (USA) LLC and Credit Agricole Securities
(USA) Inc. to act as the dealer
managers for the Offers. Global Bondholder Services
Corporation is acting as the information agent and the tender
agent. Requests for documents may be directed to Global Bondholder
Services Corporation free of charge, by calling toll-free at (866)
470-4500 (bankers and brokers can call collect at (212)
430-3774). Questions regarding the Offers may be directed to
Credit Suisse Securities (USA) LLC
toll free at (800) 820-1653 or collect at (212) 325-6340 or Credit
Agricole Securities (USA) Inc.
toll free at (866) 807-6030 or collect at (212) 261-7802. Copies of
the Offer Documents and the other relevant notices and documents
are available at Global Bondholder Services Corporation's website
at http://www.gbsc-usa.com/healthpeak/.
This press release is for informational purposes only and does
not constitute an offer to purchase nor the solicitation of an
offer to sell any Securities, or a notice of redemption under any
of the Indentures governing the Securities. The Offers are
being made only pursuant to the Offer Documents. The Offers
are not being made to holders of Securities in any jurisdiction in
which the making or acceptance thereof would not be in compliance
with the securities, blue sky or other laws of such
jurisdiction. None of the Offeror, the Dealer Managers, the
Information Agent, the Tender Agent, the Trustee or any of their
respective affiliates makes any recommendation in connection with
the Offers. Please refer to the Offer to Purchase for a
description of terms, conditions, disclaimers and other information
applicable to the Offers. Capitalized terms used but not defined in
this press release shall have meanings ascribed to them in the
Offer to Purchase.
About Healthpeak
Healthpeak Properties, Inc. is a fully integrated real estate
investment trust (REIT) and S&P 500 company. Healthpeak owns
and develops high-quality real estate in the three private-pay
healthcare asset classes of Life Science, Senior Housing and
Medical Office, designed to provide stability through the
inevitable industry cycles. At Healthpeak, we pair our deep
understanding of the healthcare real estate market with a strong
vision for long-term growth.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of federal securities laws and regulations. These
forward-looking statements are identified by their use of terms and
phrases such as "believe," "expect," "intend," "project,"
"anticipate," "position," and other similar terms and phrases,
including references to assumptions and forecasts of future
results. Forward-looking statements are not guarantees of
future performance and involve known and unknown risks,
uncertainties and other factors which may cause the actual results
to differ materially from those anticipated at the time the
forward-looking statements are made. These risks and uncertainties
include, but are not limited to, Healthpeak's ability to complete
the Offers and reduce its outstanding debt within expected
time-frames or at all, and other risks and uncertainties described
in the Offer to Purchase and in its Securities and Exchange
Commission filings. Although Healthpeak believes the
expectations reflected in such forward-looking statements are based
upon reasonable assumptions, Healthpeak can give no assurance that
the expectations will be attained or that any deviation will not be
material. All information in this release is as of the date
of this release, and Healthpeak undertakes no obligation to update
any forward-looking statement to conform the statement to actual
results or changes in its expectations, except as required by
law.
Contact
Barbat Rodgers
Senior Director – Investor Relations
(949) 407-0400
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SOURCE Healthpeak Properties, Inc.