TOLEDO, Ohio--(BUSINESS WIRE)--Health Care REIT, Inc. (NYSE:HCN) today announced that it has priced $1.4 billion in aggregate principal amount of senior unsecured notes issued in the following tranches:
- $400 million of 3.625% notes due March 15, 2016 priced to yield 3.705%
- $600 million of 5.25% notes due January 15, 2022 priced to yield 5.332%
- $400 million of 6.50% notes due March 15, 2041 priced to yield 6.571%
Subject to customary closing conditions, the offering is expected to close on March 14, 2011.
The company intends to use the net proceeds from this offering to finance a portion of the aggregate purchase price of its previously announced acquisition of substantially all of the real estate assets of privately-owned Genesis HealthCare Corporation and to invest in other health care and senior housing properties, including portions of previously announced acquisitions. Pending such use, the net proceeds may be invested in short-term, investment grade, interest-bearing securities, certificates of deposit or indirect or guaranteed obligations of the United States. If the Genesis HealthCare acquisition is not completed on or prior to August 28, 2011 (subject to extension rights if certain conditions are satisfied), the company will be required to redeem all of the notes at a price equal to 101% of the aggregate principal amount of the notes, together with accrued and unpaid interest up to but excluding the redemption date.
BofA Merrill Lynch, J.P. Morgan, UBS Investment Bank, Barclays Capital, Deutsche Bank Securities and Wells Fargo Securities acted as joint book-running managers for the offering and KeyBanc Capital Markets acted as co-lead manager.
The offering is being made pursuant to Health Care REIT’s shelf registration statement on file with the Securities and Exchange Commission. A copy of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained from: Merrill Lynch, Pierce, Fenner & Smith Incorporated, 100 West 33rd Street, 3rd Floor, New York, New York 10001, Attention: Prospectus Department or at (800) 294-1322; J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York, 10179, Attention: High Grade Syndicate Desk or at (866) 803-9204 or UBS Securities LLC, 299 Park Avenue, New York, New York 10171, Attention: Prospectus Specialist or at (877) 827-6444 ext. 561 3884.
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
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 senior housing and health care real estate. The company also provides an extensive array of property management and development services. As of December 31, 2010, the company's broadly diversified portfolio consisted of 683 properties in 41 states.
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, the ability to consummate the Genesis HealthCare acquisition and those factors discussed in the prospectus supplements and related prospectus and in the company's reports filed from time to time with the Securities and Exchange Commission. Completion of the proposed 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.