In an amendment of the terms of its previously announced financing, NorthWest Healthcare Properties Real Estate Investment Trust has declared that it would increase the size of the offering to $127.8m. It would consist of a public offering, which would be composed of approximately $57.8m of trust units and $65m aggregate principal amount of 5.25% convertible unsecured subordinated debentures. There will also be a concurrent private placement of $5m of trust units.
Under the new terms, there will be 5.9 million trust units offered at $9.80 per unit. The debentures—which will be due July 31, 2021—will be offered at $1,000 each. The debentures will be convertible at the holder’s option into a unit of the REIT at a conversion price of $12.75 per unit.
The offering is being led by a group of underwriters that includes RBC Capital Markets, BMO Capital Markets, and National Bank Financial. The underwriters have also been given the option to purchase up to an additional 885,000 Units and $9.75 million of Debentures. The option is given to cover any possible over-allotments, and the group may exercise it, either in whole or in part, up to 30 days after the offering has been closed.
NorthWest's largest unitholder, NorthWest Value Partners Inc., has agreed to acquire approximately $5m in units on a private placement basis at the offering price. At this time, Paul Dalla Lana, CEO of NorthWest, wholly owns NorthWest Value Partners Inc., which in turn holds an interest of approximately 31% in the REIT.
Net proceeds will be earmarked for previously announced strategic investments in Australia and New Zealand, as well as a portion of pending acquisitions of two hospitals in Sao Paulo and Brasilia, Brazil occupied by Rede D'Or.
The Offering is subject to approval by investment regulators, including the TSX. Its expected closing date is on July 25, 2016 or thereabouts. The Units and Debentures shall be offered throughout all of the Canadian provinces and territories via a short form prospectus and may also be offered in the United States through private placement.
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