Medical Properties Trust, Inc. (the “Company”) (NYSE: MPW) announced
today its intention to sell 10,000,000 shares of its common stock in an
underwritten public offering. The Company intends to grant the
underwriters of the offering a 30-day option to purchase up to an
additional 1,500,000 shares of its common stock.
Additionally, the Company announced today that its operating
partnership, MPT Operating Partnership, L.P. (the “Operating
Partnership”), and MPT Finance Corporation, a wholly-owned subsidiary of
the Operating Partnership (“MPT Finance”), intend to offer, subject to
market and other conditions, $150 million aggregate principal amount of
its senior notes due 2022. The notes will be senior unsecured
obligations of the Operating Partnership and MPT Finance, guaranteed by
the Company and by certain subsidiaries of the Operating Partnership,
and will form a part of the same series as the Operating Partnership’s
and MPT Finance’s senior notes due 2022, issued on February 17, 2012,
$200 million of which are currently outstanding.
The Operating Partnership intends to use the net proceeds from both
offerings to fund its previously announced acquisition of three general
acute care hospitals from IASIS Healthcare LLC. Pending closing of the
acquisition, the Operating Partnership intends to use the net proceeds
of the offerings to repay amounts outstanding under its revolving credit
facility and to invest in short-term, liquid investments. If the
acquisition is not completed, the Operating Partnership intends to use
the net proceeds from the offerings to repay borrowings under its
revolving credit facility and for general corporate purposes, which may
include investing in additional healthcare properties. The consummation
of the offering of notes and offering of common stock are not contingent
upon each other, and are not contingent upon the closing of the
acquisition.
BofA Merrill Lynch and J.P. Morgan will act as joint book running
managers for the proposed offering of common stock. The offering of
common stock will be made under the Company's effective shelf
registration statement filed with the Securities and Exchange Commission
("SEC"). The Company intends to file a prospectus supplement with the
SEC for the common stock offering. When available, the prospectus
supplement and accompanying base prospectus may be obtained from BofA
Merrill Lynch, 222 Broadway, New York, NY 10038, Attn: Prospectus
Department or by e-mail at dg.prospectus_requests@baml.com
or from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, New York 11717 or by calling
1-866-803-9204 or by visiting the EDGAR database on the SEC’s web site
at www.sec.gov.
J.P. Morgan and BofA Merrill Lynch will act as joint-book running
managers for the proposed offering of senior notes. The offering of
senior notes will be made under an effective shelf registration
statement of the Company, the Operating Partnership, MPT Finance
Corporation and certain subsidiaries as guarantors. The Company intends
to file a prospectus supplement with the SEC for the senior notes
offering. When available, the prospectus supplement may be obtained from
J.P. Morgan Securities LLC, 383 Madison Avenue, 3rd Floor, New York, NY
10179, Attn: Syndicate or from BofA Merrill Lynch, 222 Broadway, New
York, NY 10038, Attn: Prospectus Department or by visiting the EDGAR
database on the SEC's web site at www.sec.gov.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities of the Company or any of
its subsidiaries, nor shall there be any sale of any such securities in
any jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such jurisdiction. The offerings of common stock and senior
notes may be made only by means of prospectuses, which have or will be
filed with the SEC.
About Medical Properties Trust, Inc.
Medical Properties Trust, Inc. is a Birmingham, Alabama based
self-advised real estate investment trust formed to capitalize on the
changing trends in healthcare delivery by acquiring and developing
net-leased healthcare facilities. These facilities include inpatient
rehabilitation hospitals, long-term acute care hospitals, regional acute
care hospitals, ambulatory surgery centers and other single-discipline
healthcare facilities.
The statements in this press release that are forward looking are
based on current expectations and actual results or future events may
differ materially. Words such as "expects," "believes," "anticipates,"
"intends," "will," "should" and variations of such words and similar
expressions are intended to identify such forward-looking statements.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause the actual results of the
Company or future events to differ materially from those expressed in or
underlying such forward-looking statements, including without
limitation, the Company’s ability to consummate the common stock and/or
senior notes offerings and the use of the proceeds therefrom. For
further discussion of the factors that could affect outcomes, please
refer to the “A Warning About Forward Looking Statements” and "Risk
Factors" sections of the Company's Annual Report on Form 10-K for the
year ended December 31, 2012 and our other SEC filings and “Risk
Factors” sections contained in each of the prospectuses. Except as
otherwise required by the federal securities laws, the Company
undertakes no obligation to update the information in this press release.
Copyright Business Wire 2013