Healthpeak Properties Announces Early Tender Results of Tender Offers for Outstanding Notes

Rhea-AI Summary

Healthpeak Properties (NYSE: PEAK) announced early results for its tender offers to purchase up to $550 million of its senior notes due 2025. The company has validly tendered $268.152 million of 3.400% notes and will accept $251.806 million of these notes, subject to a proration rate of about 94%. Additionally, all validly tendered 4.000% notes will be accepted. The offers expire on June 2, 2021. The total consideration will be determined based on fixed spreads plus yields of U.S. Treasury securities. Holders will receive accrued interest upon acceptance.

Positive

• Healthpeak successfully tendered $268.152 million of 3.400% notes and all validly tendered 4.000% notes.
• The tender offers were fully subscribed by the Early Tender Time, indicating strong demand.

Negative

• The 3.400% notes exceeded the target allocation, resulting in a proration rate of approximately 94%, which may disappoint some investors.
• The overall tender amount of $550 million could indicate a need to manage outstanding debt more aggressively.

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	CUSIP Number	Principal Amount Outstanding	Target Allocation	U.S. Treasury Reference Security	Bloomberg Reference Page	Fixed Spread	Early Tender Premium (1)	Principal Amount Tendered at Early Tender Time	Principal Amount to be Accepted
3.400% Senior Notes due 2025	40414LAM1	$600,000,000	$250,000,000	0.75% UST due April 30, 2026	FIT1	+5 bps	$30	$268,152,000	$251,806,000
4.000% Senior Notes due 2025	40414LAN9	$750,000,000	$300,000,000	0.75% UST due April 30, 2026	FIT1	+5 bps	$30	$298,194,000	$298,194,000

(1)	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).

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, Medical Office and CCRCs. For more information regarding Healthpeak, visit www.healthpeak.com.

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 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.

Contact

Andrew Johns
Vice President – Corporate Finance and Investor Relations
(720) 428-5400

 

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SOURCE Healthpeak Properties, Inc.

FAQ

What are the early tender results for Healthpeak Properties' tender offers?

Healthpeak Properties announced early tender results for its tender offers to purchase $550 million in senior notes, with $268.152 million of 3.400% notes and all 4.000% notes accepted.

What is the proration rate for Healthpeak's 3.400% notes?

The proration rate for the 3.400% notes is approximately 94%, as the tendered amount exceeded the target allocation.

When do Healthpeak's tender offers expire?

The tender offers for Healthpeak Properties expire on June 2, 2021, at 5:00 p.m. New York City time.

What will holders receive for their tendered notes?

Holders of validly tendered notes will receive the total consideration plus accrued interest from the last payment date up to the settlement date.

Who are the dealer managers for Healthpeak's tender offers?

Mizuho Securities USA LLC and Goldman Sachs & Co. LLC are the dealer managers for Healthpeak's tender offers.