Healthcare Trust of America Announces Proposed Offering of Senior Unsecured Notes
SCOTTSDALE, Ariz., March 21, 2013 /PRNewswire/ -- Healthcare Trust of America, Inc. (NYSE: HTA) ("HTA") announced today that its operating partnership, Healthcare Trust of America Holdings, LP (the "Operating Partnership"), intends to offer, subject to market conditions, $250 million aggregate principal amount of senior unsecured notes due 2023 (the "Notes") in a private offering that is exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"). The interest rate and other terms of the Notes will be determined by negotiations between HTA, the Operating Partnership and the initial purchasers of the Notes.
The Operating Partnership intends to use the net proceeds from the offering of the Notes to repay its $125.5 million senior secured term loan, to repay borrowings under the senior unsecured revolving credit facility and for general corporate purposes, including, without limitation, working capital and investment in real estate.
The notes will be offered only to qualified institutional buyers under Rule 144A under the Securities Act and to non-U.S. persons outside the United States under Regulation S under the Securities Act. The notes and related guarantees to be offered have not been registered under the Securities Act or the securities laws of any other place and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy the notes nor shall there be any sale of the notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This notice is being issued pursuant to Rule 135c of the Securities Act.
About Healthcare Trust of America, Inc.
Healthcare Trust of America, Inc. (NYSE: HTA), a publicly traded real estate investment trust, is a fully-integrated, leading owner of medical office buildings. HTA listed its shares of Class A Common Stock on the New York Stock Exchange on June 6, 2012. HTA is a full-service real estate company focused on acquiring, owning and operating high-quality medical office buildings that are predominantly located on or aligned with campuses of nationally or regionally recognized healthcare systems in the U.S. Since its formation in 2006, HTA has built a portfolio of properties that totals approximately $2.6 billion based on purchase price and is comprised of approximately 12.6 million square feet of gross leasable area located in 27 states. It operates its properties through regional offices in Scottsdale, Charleston, Atlanta, and Indianapolis.
This press release contains certain forward-looking statements. Forward-looking statements are based on current expectations, plans, estimates, assumptions and beliefs, including expectations, plans, estimates, assumptions and beliefs about HTA, stockholder value and earnings growth.
The forward-looking statements included in this press release are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond HTA's control. Although HTA believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, HTA's actual results and performance could differ materially from those set forth in the forward-looking statements. Factors which could have a material adverse effect on HTA's operations and future prospects include, but are not limited to:
- changes in economic conditions affecting the healthcare property sector, the commercial real estate market and the credit market;
- competition for acquisition of medical office buildings and other facilities that serve the healthcare industry;
- economic fluctuations in certain states in which HTA's property investments are geographically concentrated;
- retention of HTA's senior management team;
- financial stability and solvency of HTA's tenants;
- supply and demand for operating properties in the market areas in which HTA operates;
- HTA's ability to acquire real properties, and to successfully operate those properties once acquired;
- changes in property taxes;
- legislative and regulatory changes, including changes to laws governing the taxation of REITs and changes to laws governing the healthcare industry;
- fluctuations in reimbursements from third party payors such as Medicare and Medicaid;
- delays in liquidating defaulted mortgage loan investments;
- changes in interest rates;
- the availability of capital and financing;
- restrictive covenants in HTA's credit facilities;
- changes in HTA's credit ratings;
- HTA's ability to remain qualified as a REIT; and
- the risk factors set forth in HTA's 2012 Annual Report on Form 10-K.
Forward-looking statements speak only as of the date made. Except as otherwise required by the federal securities laws, HTA undertakes no obligation to update any forward-looking statements to reflect the events or circumstances arising after the date as of which they are made. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on the forward-looking statements included in this press release or that may be made elsewhere from time to time by, or on behalf of, HTA.
Kellie S. Pruitt
Chief Financial Officer
Healthcare Trust of America, Inc.
SOURCE Healthcare Trust of America, Inc.