SCOTTSDALE, Ariz., June 1, 2017 /PRNewswire/ — Healthcare Trust of America, Inc. (“HTA”) (NYSE: HTA) announced today that its operating partnership, Healthcare Trust of America Holdings, LP (“HTALP” and together with HTA, the “Company”), priced a $500 million offering of HTALP’s 3.750% senior unsecured notes due 2027 (the “2027 Notes”) and a $400 million offering of HTALP’s 2.950% senior unsecured notes due 2022 (the “2022 Notes” and, together with the 2027 Notes, the “Notes”) under its existing shelf registration statement. The 2027 Notes were priced at 99.492% of the principal amount and the 2022 Notes were priced at 99.938% of the principal amount. The closing of the offering is expected to occur on June 8, 2017, subject to the satisfaction of customary closing conditions.
The Company intends to use the net proceeds of this offering (i) to repay a portion of the outstanding indebtedness under our revolving credit and term loan facility, (ii) to fund a portion of the $2.75 billion purchase price for the acquisition of substantially all of the medical office building assets and medical development platform of Duke Realty Limited Partnership, Duke Construction Limited Partnership and certain of their subsidiaries and affiliated entities (the “Duke Acquisition”), which was announced on May 1, 2017, and (iii) for general corporate purposes, including, without limitation, working capital and investment in real estate. The Duke Acquisition is expected to close in several tranches in the second and third quarter of 2017 and is subject to the satisfaction of closing conditions.
Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, U.S. Bancorp Investments, Inc. and Jefferies LLC are acting as the joint book-running managers for the offering. Acting as co-managers are Fifth Third Securities, Inc., BMO Capital Markets Corp., MUFG Securities Americas Inc., Capital One Securities, Inc., Scotia Capital (USA) Inc., BBVA Securities Inc., Mizuho Securities USA LLC, Morgan Stanley & Co. LLC and Regions Securities LLC.
A registration statement relating to these securities has been filed with and declared effective by the Securities and Exchange Commission (the “SEC”). The offering of these Notes is being made solely by means of a prospectus supplement and the accompanying prospectus. You may obtain copies of the prospectus supplement and accompanying prospectus without charge from the SEC at www.sec.gov. Alternatively, you may request copies of these documents relating to the offering, when available, from: Wells Fargo Securities, LLC, Attention: WFS Customer Service, 608 2nd Avenue South, Suite 1000, Minneapolis, Minnesota 55402, at telephone no. (800) 645-3751 or email a request to firstname.lastname@example.org; J.P. Morgan Securities LLC, Attention: Investment Grade Syndicate Desk – 3rd Floor, 383 Madison Avenue, New York, New York 10179, at telephone no. (212) 834-4533; or U.S. Bancorp Investments, Inc., Attention: Credit Fixed Income, 214 N. Tryon Street, 26th Floor, Charlotte, North Carolina 28202, at telephone no. (877) 558-2607.
This announcement shall not constitute an offer to sell or a solicitation of an offer to buy the Notes, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation, or sale would be unlawful under the securities laws of any such jurisdiction.
About Healthcare Trust of America, Inc.
Healthcare Trust of America, Inc. is the largest dedicated owner and operator of medical office buildings in the United States, based on gross leasable area (“GLA”). We provide the real estate infrastructure for the integrated delivery of healthcare services in highly desirable locations. Over the last decade through March 31, 2017, we have invested $4.3 billion primarily in medical office buildings and other healthcare assets comprising 17.8 million square feet of GLA. Our investments are targeted in 15 to 20 key markets that we believe have superior healthcare demographics that support strong, long-term demand for medical office space. We have achieved, and continue to achieve, critical mass within these key markets by expanding our presence through accretive acquisitions, and utilizing our in-house operating expertise through our regionally located property management and leasing platform.
Founded in 2006 and listed on the New York Stock Exchange in 2012, HTA has produced attractive returns for its stockholders that we believe have significantly outperformed the S&P 500 and US REIT indices.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the financial condition, results of operations and businesses of the Company and the Duke Acquisition as described in this press release.
These forward-looking statements, which can be identified by the use of words such as “expects,” “plans,” “estimates,” “anticipates,” “projects,” “intends,” “believes,” “outlook,” and similar expressions that do not relate to historical matters, are based on current expectations, forecasts and assumptions which may not be realized and involve risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated, that could cause actual outcomes and results, financial and otherwise, to differ materially, including statements related to the closing of the Duke Acquisition.
Risks and other factors related to the Company that might cause such differences include, among others, the following: we may abandon development or redevelopment opportunities for which we have already incurred costs; adverse capital market conditions may affect our access to various sources of capital and/or cost of capital, which may affect our business activities, earnings and common stock price, among other things; we may not be able to effectively deploy the net proceeds of offerings of securities; changes in economic conditions affecting the healthcare property sector, the commercial real estate market and the credit market may affect our performance and financial condition; competition for acquisition of medical office buildings and other facilities that serve the healthcare industry could increase; economic fluctuations in certain states in which our property investments are geographically concentrated could affect our results of operations; and we may not be able to retain our senior management team.
Any forward-looking statements or forecasts relating to the business, prospects, operating statistics or financial results relating to the Duke Acquisition are based on assumptions and are inherently speculative, are subject to substantial uncertainty, and the actual operating statistics and financial results may differ materially from the Company’s forecasts. Risks and other factors related to the Duke Acquisition that might cause such differences include, among other things, the following: we may not be able to consummate the Duke Acquisition on time or on the terms currently expected or at all; we may not be able to effectively integrate the assets acquired in the Duke Acquisition into our portfolio and/or we may fail to achieve expected efficiencies and synergies; our assumptions concerning the availability and/or terms of financing related to the Duke Acquisition may not be realized; we may encounter liabilities for which we are responsible that were unknown at the time we agreed to the Duke Acquisition; and our assumptions concerning risks relating to our lack of control of joint ventures may prove incorrect.
In addition, the Company’s forecasts are subject to a variety of additional factors and risks, including the risks set forth under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Form 10-K, and in the Company’s other periodic and Form 8-K filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or the occurrence of unanticipated events except as required by applicable law.
Chief Financial Officer
Healthcare Trust of America, Inc.
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