Investor Relations

HCP Announces Early Tender Results

IRVINE, Calif., July 26, 2017 /PRNewswire/ -- HCP, Inc. (NYSE:HCP) today announced the early tender results for its previously announced tender offer (the "Tender Offer") to purchase for cash up to an aggregate principal amount of $500,000,000 of HCP's 5.375% Senior Notes due 2021 (the "Notes") as described in the table below.

The Tender Offer is being made pursuant to the terms and conditions set forth in the offer to purchase, dated July 12, 2017 (as the same may be amended or supplemented, the "Offer to Purchase").  HCP refers investors to the Offer to Purchase for the complete terms and conditions of the Tender Offer.

As of the previously announced early tender date and time of 5:00 p.m., Eastern Time, on July 25, 2017 (the "Early Tender Date"), according to information provided by Global Bondholder Services Corporation, the tender and information agent for the Tender Offer, $592,701,000 aggregate principal amount of the Notes had been validly tendered and not validly withdrawn in the Tender Offer.  Withdrawal rights for the Notes expired at 5:00 p.m., Eastern Time, on July 25, 2017.  The table below sets forth the aggregate principal amount and percentage of the Notes validly tendered and not validly withdrawn by the Early Tender Date.

Title of Note

CUSIP Number

Principal
Amount
Outstanding

U.S.
Treasury
Reference
Security

Bloomberg
Reference
Page

Fixed
Spread

Early
Tender
Premium

(2)(3)

Principal
Amount
Tendered at
Early Tender
Date (4)

Percent
Tendered of
Amount
Outstanding

5.375% Senior Notes due 2021 (1)

40414LAD1

$1,200,000,000

1.750% UST due 6/30/22

FIT1

+35 bps

$30

$592,701,000

49.39%



(1)

Issuer: HCP, Inc.

(2)

Per $1,000 principal amount.

(3)

Total Consideration calculated on the basis of pricing for the applicable U.S. Treasury Reference Security as of 2:00 p.m., Eastern Time, on July 26, 2017, and is inclusive of the Early Tender Premium.

(4)

 Because the aggregate principal amount of the Notes validly tendered and not validly withdrawn would result in an aggregate principal amount that exceeds $500,000,000, any Notes accepted for purchase pursuant to the Tender Offer will be on a prorated basis.

The "Total Consideration" for each $1,000 principal amount of the Notes validly tendered and accepted for purchase pursuant to the Tender Offer will be determined in the manner described in the Offer to Purchase at 2:00 p.m., Eastern Time, on July 26, 2017.  Only holders of the Notes who validly tendered and did not validly withdraw their Notes at or prior to the Early Tender Date are eligible to receive the Total Consideration for any such Notes accepted for purchase plus accrued and unpaid interest on such Notes from the last interest payment date up to, but not including, the early settlement date, which is expected to be July 27, 2017.  Holders of Notes who validly tender their Notes after the Early Tender Date but at or prior to 11:59 p.m., Eastern Time, on August 8, 2017 will be eligible to receive only an amount equal to the Total Consideration minus the Early Tender Premium set forth in the table above for any such Notes accepted for purchase plus accrued and unpaid interest on such Notes from the last interest payment date up to, but not including, the final settlement date.

Information Relating to the Tender Offer
Citigroup Global Markets Inc. is the lead dealer manager for the Tender Offer and Mizuho Securities USA LLC and UBS Securities LLC are the co-dealer managers.  Investors with questions regarding the Tender Offer may contact Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212) 723-6106. 

None of HCP or its affiliates, their respective boards of directors, the dealer managers, the tender and information agent or the trustee with respect to the Notes is making any recommendation as to whether holders should tender any Notes in response to the Tender Offer, and neither HCP nor any such other person has authorized any person to make any such recommendation.  Holders must make their own decision as to whether to tender any of their Notes, and, if so, the principal amount of Notes to tender.

This press release is for informational purposes only and is not an offer to buy, or the solicitation of an offer to sell, any of the Notes.  The Tender Offer does not constitute an offer to buy or the solicitation of an offer to sell the Notes in any jurisdiction or in any circumstances in which such offer or solicitation are unlawful.  The full details of the Tender Offer, including complete instructions on how to tender the Notes, are included in the Offer to Purchase.  Holders are strongly encouraged to read carefully the Offer to Purchase, including materials incorporated by reference therein, because they will contain important information.  The Offer to Purchase may be downloaded from Global Bondholder Services Corporation's website at www.gbsc-usa.com/HCP/ or obtained from Global Bondholder Services Corporation, free of charge, by calling toll-free at (866) 470-4500 (bankers and brokers can call (212) 430-3774).

About HCP
HCP, Inc. is a fully integrated real estate investment trust (REIT) that invests primarily in real estate serving the healthcare industry in the United States.  HCP owns a large-scale portfolio diversified across multiple sectors, led by senior housing, life science and medical office.  Recognized as a global leader in sustainability, HCP has been a publicly-traded company since 1985 and was the first healthcare REIT selected to the S&P 500 index.

Forward-Looking Statements
The statements contained in this release which are not historical facts are forward-looking statements.  These statements include, among other things, statements regarding our plans with respect to the Tender Offer.  All forward-looking statements are made as of the date hereof, are not guarantees of future performance and are subject to known and unknown risks, uncertainties, assumptions and other factors — many of which are out of our and our management's control and difficult to forecast — that could cause actual results to differ materially from those set forth in or implied by such forward-looking statements.  These risks and uncertainties include, but are not limited to, our ability to complete the Tender Offer and reduce our outstanding debt within expected time-frames or at all, and other risks and uncertainties described in the Offer to Purchase and in our Securities and Exchange Commission filings.  You should not place undue reliance on any forward-looking statements.  We assume no, and hereby disclaim any, obligation to update any forward-looking statements as a result of new information or new or future developments, except as otherwise required by law.

Contact

Andrew Johns
Vice President – Finance and Investor Relations
(949) 407-0400

HCP, Inc. Logo. Please visit  www.hcpi.com for more information. (PRNewsFoto/HCP, Inc.)

 

SOURCE HCP, Inc.