DENVER, May 18, 2021 /PRNewswire/ -- Healthpeak Properties, Inc. (NYSE: PEAK) ("Healthpeak") announced today the early tender results for its previously announced tender offers (the "Tender Offers") to purchase for cash up to an aggregate principal amount of $550,000,000 (the "Aggregate Maximum Tender Amount") of its 3.400% Senior Notes due 2025 (the "3.400% Notes") and its 4.000% Senior Notes due 2025 (the "4.000% Notes" and, together with the 3.400% Notes, the "Notes").
Title of Note
Principal Amount Outstanding
U.S. Treasury Reference Security
Bloomberg Reference Page
Early Tender Premium (1)
Principal Amount Tendered at Early Tender Time
3.400% Senior Notes due 2025
0.75% UST due April 30, 2026
4.000% Senior Notes due 2025
0.75% UST due April 30, 2026
Per $1,000 principal amount.
The terms and conditions of the Tender Offers are set forth in the offer to purchase, dated May 4, 2021 (as the same may be further amended or supplemented, the "Offer to Purchase"). The Tender Offers will expire at 5:00 p.m., New York City Time, on June 2, 2021, unless earlier terminated.
As of 5:00 p.m., New York City Time, on May 17, 2021 (such date and time, as it may be extended, the "Early Tender Time"), according to information provided by Global Bondholder Services Corporation, the tender and information agent for the Tender Offers, the aggregate principal amounts of each series of Notes set forth in the table above under "Principal Amount Tendered at Early Tender Time" had been validly tendered and not validly withdrawn in the Tender Offers. Withdrawal rights for the Notes expired at 5:00 p.m., New York City Time, on May 17, 2021.
The "Total Consideration" for each $1,000 principal amount of Notes validly tendered and accepted for purchase pursuant to the Tender Offer will be determined in the manner described in the Offer to Purchase by reference to the applicable fixed spread for each series of Notes specified in the table above plus the yield based on the bid-side price of the applicable U.S. Treasury Reference Security specified in the table above at 10:00 a.m., New York City Time, today, and is inclusive of the applicable Early Tender Premium (as set forth in the table above).
Healthpeak will accept for purchase all of the 4.000% Notes that have been validly tendered and not validly withdrawn and will accept for purchase $251,806,000 of the 3.400% Notes, resulting in an amount of Notes accepted for purchase equal to the Aggregate Maximum Tender Amount. Because the 3.400% Notes that have been validly tendered and not validly withdrawn exceeds the Target Allocation for such series and, when combined with the aggregate principal amount of 4.000% Notes validly tendered, exceeds the Aggregate Maximum Tender Amount, the 3.400% Notes validly tendered and not validly withdrawn will be subject to a proration rate of approximately 94% for the 3.400% Notes. The 3.400% Notes tendered by a holder will be multiplied by the applicable proration rate and then rounded down to the nearest $1,000 increment. Healthpeak expects to announce the pricing of the Tender Offers later today.
Only holders of Notes who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender Time are eligible to receive the applicable Total Consideration for the Notes of each series accepted for purchase. Holders of each series of Notes will also receive accrued and unpaid interest on their Notes validly tendered and accepted for purchase from the last interest payment date up to, but excluding, the settlement date.
Since the Tender Offers for the Notes were fully subscribed as of the Early Tender Time, Healthpeak will not accept for purchase any Notes validly tendered after the Early Tender Time.
Information Relating to the Tender Offer
Mizuho Securities USA LLC and Goldman Sachs & Co. LLC are serving as the dealer managers for the Tender Offers. Investors with questions regarding the Tender Offers may contact Mizuho Securities USA LLC at (212) 205-7736 (collect) or (866) 271-7403 (toll-free) or Goldman Sachs & Co. LLC at (212) 902-6351 (collect).
None of Healthpeak or its affiliates, their respective boards of directors, the dealer managers, the tender and information agent or the trustee with respect to the Notes is making any recommendation as to whether holders should tender any Notes in response to any of the Tender Offers, and neither Healthpeak nor any such other person has authorized any person to make any such recommendation. Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender.
This press release is for informational purposes only and is not an offer to buy, or the solicitation of an offer to sell, any of the Notes, and the Tender Offers do not constitute an offer to buy or the solicitation of an offer to sell the Notes in any jurisdiction or in any circumstances in which such offer or solicitation are unlawful. The full details of the Tender Offers are included in the Offer to Purchase. Holders are strongly encouraged to carefully read the Offer to Purchase, including materials incorporated by reference therein, because they contain important information. The Offer to Purchase may be downloaded from Global Bondholder Services Corporation's website at www.gbsc-usa.com/healthpeak/ or obtained from Global Bondholder Services Corporation, free of charge, by calling toll-free at (866) 807-2200 (bankers and brokers can call collect at (212) 430-3774).
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, Medical Office and CCRCs. For more information regarding Healthpeak, visit www.healthpeak.com.
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 Tender 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.
Vice President – Corporate Finance and Investor Relations
SOURCE Healthpeak Properties, Inc.