Acadia Healthcare Announces Pricing of $450 Million Senior Notes Due 2028 and Intention to Redeem Its 2021 Notes and 2022 Notes
Acadia Healthcare Company, Inc. (NASDAQ: ACHC) (the “Company” or “Acadia”) announced today the pricing of its previously announced private offering (the “Offering”) of $450 million in aggregate principal amount of its 5.500% senior notes due 2028 (the “Notes”). The Offering is expected to close on June 24, 2020. The closing of the Offering is subject to the satisfaction of customary and market conditions.
The Company intends to use the net proceeds from the Offering, together with cash on hand, to redeem in full its outstanding 6.125% Senior Notes due 2021 (the “2021 Notes”) and 5.125% Senior Notes due 2022 (the “2022 Notes” and together with the 2021 Notes, the “Existing Notes”) and to pay related fees and expenses in connection therewith.
The Notes will bear interest at the rate of 5.500% per year. Interest on the Notes will be payable semi-annually in arrears on January 1 and July 1 of each year, commencing January 1, 2021. The Notes will mature on July 1, 2028. The Notes were offered at a price of 100% of the principal amount.
On June 10, 2020, the Company issued (i) a notice of conditional full redemption providing for the redemption in full of the Company’s outstanding 2021 Notes at a redemption price equal to 100.000% of the principal amount of the 2021 Notes, plus accrued and unpaid interest, if any, to, but not including, July 10, 2020 (the “Redemption Date”), and (ii) a notice of conditional full redemption providing for the redemption in full of the Company’s outstanding 2022 Notes at a redemption price equal to 100.000% of the principal amount of the 2022 Notes, plus accrued and unpaid interest, if any, to, but not including, the Redemption Date. The redemption of the Existing Notes is conditioned upon the Company having received on or prior to the redemption date gross proceeds from the Offering of at least $450 million.
The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), any state securities laws or the securities laws of any other jurisdiction, and may not be offered or sold in the United States, or for the benefit of U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities or blue sky laws. Accordingly, the Notes were offered only to persons reasonably believed to be “qualified institutional buyers,” as that term is defined under Rule 144A of the Securities Act, or outside the United States to non-“U.S. persons” in accordance with Regulation S under the Securities Act.