checkAd

     113  0 Kommentare Healthpeak Properties, Inc. and Healthpeak OP, LLC Complete Consent Solicitation and Offers to Guarantee and Receive Required Consents to Amend Physicians Realty L.P. Indentures - Seite 2

    Promptly following the closing of the Merger, a supplemental indenture to the Indentures (the “Supplemental Indenture”) will be executed and delivered, which Supplemental Indenture will contain the amendments as to which consents were sought and an unconditional and irrevocable guarantee by Healthpeak and Healthpeak OP of the prompt payment, when due, of any amount owed to the holders of the DOC Notes under such DOC Notes and such Indenture and any other amounts due pursuant to such Indenture (the “Healthpeak Guarantee”). The Supplemental Indenture will become effective upon its execution and delivery. The amendments contained in the Supplemental Indenture will not become operative, and the Healthpeak Guarantee will not be issued, until the completion of the Merger.

    In accordance with the terms of the consent solicitation and offers to guarantee, if the Merger is completed, as soon as practicable thereafter, Healthpeak will make a payment to each holder of DOC Notes for which a valid and unrevoked consent was provided prior to the Expiration Time, in an amount equal to $1.00 for each $1,000 principal amount of DOC Notes for which such holder provided valid and unrevoked consent prior to the Expiration Time.

    The amendments will amend the following sections contained in the Indentures: (i) the limitation on incurrence of total debt, limitation on incurrence of secured debt, debt service coverage test for incurrence, maintenance of unencumbered assets and insurance covenants would be conformed to the corresponding covenants in Healthpeak’s and Healthpeak OP’s existing indentures, (ii) the maintenance of properties covenant, which is not contained in Healthpeak’s and Healthpeak OP’s existing indentures, would be eliminated from the Indentures, (iii) the financial reporting covenant would be amended to replace Physicians Realty L.P.’s reporting obligations with Healthpeak’s reporting obligations and (iv) the events of default section would be conformed to the corresponding events of default section in Healthpeak’s and Healthpeak OP’s existing indentures.

    The terms and conditions of the consent solicitation and offers to guarantee were set forth in a Consent Solicitation Statement/Prospectus Supplement dated February 12, 2024, which was filed with the Securities and Exchange Commission, and which was sent to record holders of the DOC Notes.

    Barclays Capital Inc. and Morgan Stanley & Co. LLC acted as the Solicitation Agents for the consent solicitation and offers to guarantee. Questions regarding the terms of the consent solicitation and offers to guarantee should be directed to Barclays Capital Inc. by calling (800) 438-3242 (toll-free) or (212) 528-7581 (collect) or Morgan Stanley & Co. LLC by calling (800) 624-1808 (toll-free) or (212) 761-1057 (collect).

    Seite 2 von 4



    Business Wire (engl.)
    0 Follower
    Autor folgen

    Healthpeak Properties, Inc. and Healthpeak OP, LLC Complete Consent Solicitation and Offers to Guarantee and Receive Required Consents to Amend Physicians Realty L.P. Indentures - Seite 2 Healthpeak Properties, Inc. (NYSE: PEAK) (“Healthpeak”) today announced that, in connection with its and Healthpeak OP, LLC’s (“Healthpeak OP”) previously announced consent solicitation and offers to guarantee for Physicians Realty L.P. (a …