TORONTO, ONTARIO--(Marketwired - July 7, 2016) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
NorthWest Healthcare Properties Real Estate Investment Trust ("NorthWest" or the "REIT") (TSX:NWH.UN) announced that it has amended the terms of its previously announced financing to increase the size of the offering to $127.8 million, consisting of a public offering of approximately $57.8 million of trust units and $65 million aggregate principal amount of 5.25% convertible unsecured subordinated debentures, and a concurrent private placement of $5 million of trust units.
Under the amended terms, NorthWest will issue a combination of 5,900,000 trust units (the "Units") at a price of $9.80 per Unit for gross proceeds of approximately $57.8 million and $65 million aggregate principal amount of 5.25% convertible unsecured subordinated debentures due July 31, 2021 (the "Debentures") at a price of $1,000 per Debenture, for aggregate gross proceeds of approximately $127.8 million (collectively, the "Offering"). The Debentures will be convertible at the holder's option into units of the REIT at a conversion price of $12.75 per unit.
The Offering is being led by a syndicate of underwriters led by RBC Capital Markets, BMO Capital Markets and National Bank Financial. The REIT has also granted the underwriters the option to purchase up to an additional 885,000 Units and $9.75 million of Debentures to cover over-allotments, if any, exercisable in whole or in part anytime up to 30 days following closing of the Offering.
Concurrently, NorthWest Value Partners Inc., NorthWest's largest unitholder, has agreed to purchase, on a private placement basis, an aggregate of approximately $5 million in units at the offering price. NorthWest Value Partners Inc. currently holds an approximate 31% interest in NorthWest and is wholly-owned by Paul Dalla Lana, CEO of the REIT. The closing of the public offering is conditional upon the closing of the concurrent private placement.
The REIT intends to use the net proceeds to fund a portion of its previously announced strategic investments in Australia and New Zealand and to fund a portion of the pending acquisitions of two hospitals in Sao Paulo and Brasilia, Brazil occupied by Rede D'Or.
The Offering is subject to normal regulatory approvals, including approval of the Toronto Stock Exchange. The Offering is expected to close on or about July 25, 2016.
The Units and Debentures will be offered by way of a short form prospectus in all of the provinces and territories of Canada and may also be offered by way of private placement in the United States.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About NorthWest Healthcare Properties Real Estate Investment Trust
NorthWest Healthcare Properties Real Estate Investment Trust (TSX:NWH.UN) is an unincorporated, open-ended real estate investment trust established under the laws of the Province of Ontario. The REIT provides investors with access to a portfolio of high quality international healthcare real estate infrastructure comprised of interests in a diversified portfolio of 137 income-producing properties and 8.9 million square feet of gross leasable area located throughout major markets in Canada, Brazil, Germany, Australia and New Zealand. The REIT's portfolio of medical office buildings, clinics, and hospitals is characterized by long term indexed leases and stable occupancies. With a fully integrated and aligned senior management team, the REIT leverages over 180 professionals across 9 offices in 5 countries to serve as a long term real estate partner to leading healthcare operators.
This news release contains "forward-looking statements" within the meaning of applicable securities laws, including, without limitation, statements regarding the completion of the Offering and the proposed investments and acquisitions. The forward-looking statements in this news release are based on certain assumptions, including that all conditions to completion of the Offering and the proposed investments and acquisitions will be satisfied or waived. They are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the risk that the Offering and the proposed investments and acquisitions will not be completed on the terms proposed and the factors discussed under the heading "Risk Factors" in the REIT's annual information form available at www.sedar.com. There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the REIT assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.