Healthpeak Properties Announces Any and All Cash Tender Offers for $1.45 Billion of Notes

DENVER, Jan. 21, 2021 /PRNewswire/ — Healthpeak Properties, Inc. (NYSE: PEAK) (the “Offeror”) has commenced presents (the “Affords”) to buy for money any and all of its relevant securities listed within the desk beneath (the “Securities”) from every registered holder of the Securities (the “Holders”):

The relevant Buy Value payable for every Sequence of Securities shall be a worth per $1,000 principal quantity of such Sequence of Securities validly tendered (and never validly withdrawn) by the Holders at any time at or previous to the Expiration Time (as outlined beneath) and accepted for buy by the Offeror, which is calculated utilizing the mounted unfold relevant to such Sequence of Securities set forth below the heading “Fastened Unfold” above (the “Fastened Unfold”), as extra absolutely described within the Supply to Buy.

The Affords are being made pursuant to an Supply to Buy, dated January 21, 2021, which incorporates detailed info regarding the phrases of the Affords.  The Affords are scheduled to run out at 5:00 p.m., New York Metropolis time, on January 27, 2021 except prolonged or earlier terminated (the “Expiration Time”).  Upon the phrases and topic to the situations of the Affords, the Settlement Date is anticipated to be January 28, 2021 and the Assured Supply Settlement Date is anticipated to be February 1, 2021.

The Offeror pays the relevant buy worth decided as described above (the “Buy Value”), plus accrued and unpaid curiosity from the newest curiosity cost date to, however excluding, the Settlement Date (the “Accrued Curiosity”) for any Securities validly tendered (and never validly withdrawn) by the Holders at any time at or previous to the Expiration Time and accepted for buy by the Offeror in same-day funds on the Settlement Date and/or the Assured Supply Settlement Date, as relevant.

The Buy Value payable for every Sequence of Securities shall be a worth per $1,000 principal quantity of such Sequence of Securities equal to an quantity, calculated in accordance with the Supply to Buy, that may replicate a yield from the Settlement Date to the relevant par name date (which, within the case of every Sequence of Securities, is the ninetieth calendar day previous to the maturity date of the Securities of such Sequence) of such Sequence of Securities equal to the sum of (i) the Reference Yield (as outlined beneath) for such Sequence of Securities, decided at 2:00 p.m., New York Metropolis time, on January 27, 2021 plus (ii) the relevant Fastened Unfold, in every case minus Accrued Curiosity on the Securities.  The “Reference Yield” means, with respect to every Sequence of Securities, the yield of the relevant reference safety listed above (the “Reference Safety”) for such Sequence of Securities.

The Offeror expects to make use of the online money proceeds from closed senior housing tendencies to pay the Buy Value, plus Accrued Curiosity as much as, however excluding, the Settlement Date, for all Securities that the Offeror purchases pursuant to the Affords.   

Tenders of Securities pursuant to any of the Affords could also be validly withdrawn at any time earlier than the sooner of (i) the Expiration Time, and (ii) if such Supply is prolonged, the tenth enterprise day after graduation of such Supply.  Securities topic to any of the Affords may additionally be validly withdrawn at any time after the sixtieth enterprise day after graduation of such Supply if for any cause such Supply has not been consummated inside 60 enterprise days after graduation.

The Affords are conditioned on satisfaction of sure customary normal situations described within the Supply to Buy.  Not one of the Affords is conditioned upon the completion of any of the opposite Affords, and every Supply is impartial of some other Supply.  Not one of the Affords is conditioned on a minimal principal quantity of any Sequence of Securities being tendered.  Topic to relevant legislation, the Offeror could, at its sole discretion, waive any situation relevant to any of the Affords and will prolong any of the Affords.  Capitalized phrases used however not outlined on this press launch shall have meanings ascribed to them within the Supply to Buy.

The Offeror expressly reserves the correct, in its sole discretion, at any time or every now and then, no matter whether or not or not the situations set forth within the Supply to Buy for any of the Affords has been glad, topic to relevant legislation, to increase the Expiration Time for any of the Affords, or to amend the least bit or to terminate any of the Affords, in every case by giving written or oral discover of such extension, modification or termination to the Tender Agent.

If any Securities stay excellent after the consummation of the Affords, the Offeror expects to redeem such Securities in accordance with the phrases and situations set forth within the relevant Indenture governing such Sequence of Securities. Nonetheless, the Offeror will not be obligated to, and will select to not, train its proper to redeem any Securities.

The Offeror has retained Credit score Suisse Securities (USA) LLC and Credit score Agricole Securities (USA) Inc. to behave because the supplier managers for the Affords. World Bondholder Providers Company is appearing as the data agent and the tender agent.  Requests for paperwork could also be directed to World Bondholder Providers Company freed from cost, by calling toll-free at (866) 470-4500 (bankers and brokers can name gather at (212) 430-3774).  Questions relating to the Affords could also be directed to Credit score Suisse Securities (USA) LLC toll free at (800) 820-1653 or gather at (212) 325-6340 or Credit score Agricole Securities (USA) Inc. toll free at (866) 807-6030 or gather at (212) 261-7802.

Copies of the Supply to Buy, and associated Discover of Assured Supply and the opposite related notices and paperwork can be found at World Bondholder Providers Company’s web site at http://www.gbsc-usa.com/healthpeak/.

This press launch is for informational functions solely and doesn’t represent a suggestion to buy nor the solicitation of a suggestion to promote any Securities, or a discover of redemption below any of the Indentures governing the Securities.  The Affords are being made solely pursuant to the Supply to Buy and associated Discover of Assured Supply.  The Affords aren’t being made to holders of Securities in any jurisdiction during which the making or acceptance thereof wouldn’t be in compliance with the securities, blue sky or different legal guidelines of such jurisdiction.  Not one of the Offeror, the Supplier Managers, the Data Agent, the Tender Agent, the Trustee or any of their respective associates makes any suggestion in reference to the Affords.  Please discuss with the Supply to Buy for an outline of phrases, situations, disclaimers and different info relevant to the Affords.

About Healthpeak                                                                 

Healthpeak Properties, Inc. is a totally built-in actual property funding belief (REIT) and S&P 500 firm. Healthpeak owns and develops high-quality actual property within the three private-pay healthcare asset lessons of Life Science, Senior Housing and Medical Workplace, designed to offer stability via the inevitable business cycles.  At Healthpeak, we pair our deep understanding of the healthcare actual property market with a powerful imaginative and prescient for long-term progress.

Ahead-Wanting Statements

This press launch incorporates forward-looking statements inside the that means of federal securities legal guidelines and laws. These forward-looking statements are recognized by their use of phrases and phrases equivalent to “consider,” “anticipate,” “intend,” “undertaking,” “anticipate,” “place,” and different comparable phrases and phrases, together with references to assumptions and forecasts of future outcomes.  Ahead-looking statements aren’t ensures of future efficiency and contain recognized and unknown dangers, uncertainties and different components which can trigger the precise outcomes to vary materially from these anticipated on the time the forward-looking statements are made. These dangers and uncertainties embrace, however aren’t restricted to, Healthpeak’s capability to finish the Affords and scale back its excellent debt inside anticipated time-frames or in any respect, and different dangers and uncertainties described within the Supply to Buy and in its Securities and Alternate Fee filings.  Though Healthpeak believes the expectations mirrored in such forward-looking statements are primarily based upon affordable assumptions, Healthpeak can provide no assurance that the expectations shall be attained or that any deviation won’t be materials.  All info on this launch is as of the date of this launch, and Healthpeak undertakes no obligation to replace any forward-looking assertion to evolve the assertion to precise outcomes or adjustments in its expectations, besides as required by legislation.

Contact

Barbat Rodgers
Senior Director – Investor Relations
(949) 407-0400

SOURCE Healthpeak Properties, Inc.

Associated Hyperlinks

http://www.hcpi.com/