Chartwell Seniors Housing REIT
TSX : CSH.UN

Chartwell Seniors Housing REIT

August 11, 2005 08:35 ET

Chartwell Seniors Housing Real Estate Investment Trust: Closing of Treasury Offering of Trust Units

MISSISSAUGA, ONTARIO--(CCNMatthews - Aug. 11, 2005) - NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES

Chartwell Seniors Housing Real Estate Investment Trust Announces Closing of Public Offering of Trust Units of C$155 Million

Chartwell Seniors Housing Real Estate Investment Trust (TSX:CSH.UN) (the "REIT or Chartwell REIT") announced today that it has closed the previously announced sale of 10,200,000 trust units (the "Units") for $15.20 per Unit for aggregate gross proceeds of $155,040,000 to a syndicate of underwriters led by RBC Capital Markets on a bought-deal basis.

The REIT intends to use the net proceeds of this offering to indirectly invest in Chartwell Master Care LP, which will use the net proceeds to fund certain acquisitions, joint ventures and mezzanine loans and to repay amounts owing under its operating facility. In particular, approximately $49.7 million will be used to fund the cash component of the purchase price and acquisition costs of the previously announced acquisition of five retirement homes in Denver, Colorado and one in Temple, Texas and approximately $2.1 million as partial payment to purchase a 50% interest in Horizon Bay Chartwell, LLP (the US management joint venture which will manage Chartwell's US acquisitions). In addition, approximately $10.9 million will be used to fund various mezzanine loans to be made by Chartwell Master Care LP in relation to facilities under development, and approximately $52.4 million will be used to repay amounts expected to be outstanding under its operating facility at the time of closing of the offering. The cash remaining from the offering (after Underwriters' fees and offering expenses) will be used to finance potential acquisitions and mezzanine loans consistent with the REIT's growth strategy, capital expenditures and for general business purposes.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities in any jurisdiction. The Units being offered have not been and will not be registered under the U.S. Securities Act of 1933 and state securities laws. Accordingly, the Units may not be offered or sold to U.S. person except pursuant to applicable exemptions from registration.

Chartwell REIT is an unincorporated, open-end real estate investment trust governed by the laws of the Province of Ontario. Chartwell REIT is a growth-oriented investment trust which indirectly invests in Chartwell Master Care LP, which owns and manages a complete spectrum of seniors housing properties in selected centers across Canada. (References in this press release to "Chartwell Seniors Housing REIT", the "REIT" and "Chartwell REIT" shall be deemed to mean Chartwell Seniors Housing Real Estate Investment Trust and its subsidiaries including Chartwell Master Care LP, as appropriate.) Chartwell REIT is currently the second largest participant in the Canadian seniors housing business. Chartwell REIT will capitalize on the strong demographic trends present in its markets to grow internally and through accretive acquisitions. Chartwell REIT also has an exclusive option to purchase stabilized facilities from Spectrum Seniors Housing Development LP, a seniors' housing development company.

Additional information on Chartwell Seniors Housing REIT is available on the REIT's web site at: www.chartwellreit.com.

This press release contains forward-looking statements that reflect the current expectations of management of the REIT and Master LP (Master LP together with its general partner and subsidiaries, the "Operator") about the future results, performance, achievements, prospects or opportunities for the REIT, the Operator and the seniors housing industry. Chartwell REIT has tried to identify these forward-looking statements by using words such as "may", "will", "expect", "anticipate", "believe", "intend", "plan", "estimate", "potentially" and similar expressions. Such forward-looking statements necessarily involve known and unknown risks and uncertainties that may cause Chartwell REIT or the Operator or the industry's actual results, performance, achievements, prospects and opportunities in future periods to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, among other thins, risks related to: business risks; real property ownership and lack of diversity; geographic concentration; continued growth; acquisition and development; competition; government regulation; debt financing; mezzanine financing; environmental liabilities; third party liability and insurance; personnel costs; labour relations; conflicts of interest; management contracts; availability of cash flows; redemption right; accounting; dilution; nature of Units; Unitholder liability; market for Units and Unit price; and tax. There can be no assurance that the expectations of management of the REIT will prove to be correct.

Contact Information

  • Chartwell Seniors Housing REIT
    Mr. Stephen Suske
    Vice Chair and President
    (905) 501-4701
    (905) 501-9107 (FAX)
    ssuske@chartwellreit.ca