NorthWest Healthcare Properties REIT Announces $165 Million Equity Financing
NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES OR FOR BROADCASTING IN THE UNITED STATES
TORONTO, March 23, 2022 (GLOBE NEWSWIRE) — NorthWest Healthcare Properties Real Estate Investment Trust (TSX: NWH.UN) (“NorthWest” or the “REIT”) today announced a public offering, on the basis of a “Bought Deal”, of 10,870,000 Trust Units (the “Units”) at a price of $13.80 per Unit (the “Offering Price”) for gross proceeds of approximately $150 million (the ” public placement”). The public offering is being made through a syndicate of underwriters co-led by Scotiabank and RBC Capital Markets.
The REIT has also granted the underwriters the option to purchase up to an additional 1,630,500 Units to cover over-allotments, if any, exercisable in whole or in part at any time up to 30 days after the close of the public offering.
Concurrent with the public offering, the REIT also entered into an agreement to sell 1,086,955 Trust Units to NorthWest Value Partners Inc. (“NWVP”), NorthWest’s largest unitholder, in a public offering. non-brokered private placement at the offering price for gross proceeds of approximately $15 million (the “Private Placement” and, together with the public offering, the “Offering”). NWVP currently holds an approximate 13.1% interest in NorthWest and is wholly owned by Paul Dalla Lana, Chairman and Chief Executive Officer of the REIT. Upon closing of the Private Placement, which is expected to occur in May 2022, NWVP will hold an effective interest of approximately 12.9% in the REIT by holding Trust Units and Class B LP Units (or approximately 12 .8% assuming full exercise of the over-allotment option).
The REIT intends to use the net proceeds of the offering to partially fund its previously announced binding agreement to acquire a US healthcare real estate portfolio for $764.3 million, as described in its March 15, 2022 press release (the “US Acquisition”). The remaining proceeds, if any, will be used to finance future acquisitions, to repay amounts outstanding on its credit facilities and for general trust purposes.
Pro forma of the US Acquisition and the Offer, NorthWest’s proportional leverage is expected to increase by 400 basis points from approximately 48.6% to approximately 52.6%, and is expected to be accretive on a neutral basis. As the REIT executes on its strategic initiatives, including the planned UK joint venture, which is expected to generate net proceeds of over $350 million, proportional leverage is expected to decrease by 590 basis points to reach approximately 46.7% and in line with the REIT’s previously stated objectives.
About the offer
The placement is subject to normal regulatory approvals, including the approval of the Toronto Stock Exchange. The public offering is expected to close on or about March 31, 2022 and the private placement is expected to close in May 2022.
The Units issued pursuant to the public offering will be offered under the REIT’s base shelf prospectus dated November 27, 2020. The terms of the offering will be described in a prospectus supplement that will be filed with securities regulators in all 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 US Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy and there will be no 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. In Q4-2021 and pro forma of the U.S. acquisition, the REIT offers investors access to a portfolio of high-quality international healthcare real estate infrastructure comprised of interests in a diversified portfolio of 224 revenue-generating properties. revenues and over 17.6 million square feet of gross leasable area located in major markets in Canada, Brazil, Europe, Australia and New Zealand. The REIT’s portfolio of medical office, clinic and hospital properties is characterized by long-term indexed leases and stable occupancy rates. With a fully integrated and aligned management team, the REIT leverages more than 250 professionals across 11 offices in eight countries to serve as a long-term real estate partner to leading healthcare operators.
This press release contains “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the offering and the proposed use of proceeds thereof, the anticipated closing of the private placement and the acquisition in the United States, expected ownership levels of NWVP, joint ventures in the United Kingdom, pro forma and expected levels of leverage. The forward-looking statements contained in this press release are based on certain assumptions, including, without limitation, that all conditions to the completion of the offer will be satisfied or waived, and that the REIT will be able to complete the US acquisition and the UK joint venture contemplated on the terms previously proposed and disclosed. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations, including the risk that the Offer, the U.S. Acquisition and the joint venture planned in the United Kingdom are not carried out under the proposed conditions or not at all; or that other developments may occur that require the REIT to further increase its indebtedness. The statements contained in this press release are made as of the date of this press release. Although the REIT believes that the assumptions inherent in the forward-looking statements are reasonable, the forward-looking statements are not guarantees of future performance and, accordingly, readers are cautioned not to place undue reliance on such statements due to the uncertainty inherent in them. A discussion of the risk factors applicable to the REIT is set forth under the heading “Risk Factors” in the REIT’s Annual Information Form dated March 29, 2021, a copy of which may be obtained on the SEDAR website at www.sedar .com.
These securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “US Securities Act”), or any state securities law and may not be offered or sold in the United States or to American persons. except in compliance with the registration requirements of the US Securities Act and applicable state securities laws or pursuant to an exemption therefrom. Accordingly, this press release does not constitute an offer of securities for sale in the United States.
For more information:
Paul Dalla Lana
CEO, NorthWest Healthcare Properties REIT
(416) 366-8300 x1001