TORONTO, May 16, 2013 /CNW/ - NorthWest International Healthcare Properties Real Estate Investment Trust (TSXV: MOB.UN) (the "REIT") announced today that it has received a notice (the "Put Notice") from NorthWest Value Partners Inc. and NorthWest Operating Trust (together, "NWVP") indicating that NWVP is exercising its rights under that certain Put/Call Agreement between the REIT and NWVP dated November 16, 2012 to require the REIT to acquire 4,345,900 trust units of NorthWest Healthcare Properties REIT ("NWHP REIT") and 7,551,546 class B limited partnership units of NHP Holdings Limited Partnership Units, each of which are exchangeable for trust units of NWHP REIT (collectively, the "Option Units"). Together, the Option Units represent an approximate 26% interest in NWHP REIT.
Pursuant to the terms of the Put/Call Agreement, the Option Units are to be sold to the REIT at a price of $13.22 per Option Unit, for total gross consideration of $157.3 million less approximately $78.6 million of debt to be assumed by the REIT, subject to mutual agreement. The Put/Call Notice indicates that NWVP has elected to receive its consideration in the form of Class B limited partnership units ("NWI Class B Units") of NWI Healthcare Properties LP, each of which are exchangeable for trust units of the REIT. The Put/Call Agreement provides that the NWI Class B Units shall be valued at a price of $1.87 per unit, which will result in the issuance of approximately 42.1 million units to NWVP. In accordance with the terms of the Put/Call Agreement, the REIT's acquisition of the Option Units is to close on or before June 14, 2013 subject to receipt of applicable consents.
NWVP, directly or indirectly, currently owns 27,000,711 trust units of the REIT, and 55,944,444 NWI Class B LP Units. which together represents an approximate 83.4% interest in the REIT. Paul Dalla Lana, Chairman and Chief Executive Officer of the REIT, is the sole shareholder of NWVP and is Chairman of NWHP REIT. The terms of the Put/Call Agreement were approved by the unitholders of the REIT (excluding NWVP and its affiliates) at a meeting held October 30, 2012. For additional information regarding the Put/Call Agreement and related matters, please see the REIT's management information circular dated October 5, 2012 and the Put/Call Agreement each of which is filed on www.SEDAR.com.
The transaction is expected to be immediately accretive and substantially increases and diversifies the REIT's asset base. This long-term, strategic investment in Canada's leading healthcare real estate platform provides the REIT with an indirect investment in a high quality portfolio of Canadian healthcare real estate with numerous growth opportunities and reinforces the defensive nature of the REIT's cash flows. The investment is consistent with the REIT's objective to acquire or invest in leading healthcare real estate and operators in each of its core markets. Post-closing and including the REIT's investments in Vital Healthcare Property Trust (NZX: VHP) and NWHP REIT (TSXV:NWH.UN), the REIT will hold interests in a portfolio of 108 income-producing properties, comprising approximately 6.6 million square feet of gross leasable area located in Australia / New Zealand, Brazil, Canada and Germany, with a focus on medical office buildings, hospitals and healthcare real estate.
About NorthWest Healthcare Properties Real Estate Investment Trust
NWHP REIT is an unincorporated, open-ended real estate investment trust established under the laws of the Province of Ontario. NWHP REIT holds a portfolio of 76 income-producing properties, with a focus on medical office buildings and healthcare real estate, comprising approximately 4.6 million square feet of gross leasable area located in British Columbia, Alberta, Ontario, Québec, Nova Scotia and New Brunswick.
About NorthWest International Healthcare Properties Real Estate Investment Trust
The REIT is an unincorporated, open-ended real estate investment trust established under the laws of the Province of Ontario. Including its investment in Vital Healthcare Property Trust (NZX: VHP), the REIT currently holds interests in a portfolio of 32 income-producing properties, with a focus on internationally-located medical office buildings and healthcare real estate, comprising approximately 2.0 million square feet of gross leasable area located in Australia / New Zealand, Brazil and Germany.
Forward Looking Information
Certain statements contained in this news release may contain projections and "forward looking statements" within the meaning of that phrase under Canadian securities laws. When used in this new release, the words "may", "would", "should", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions may be used to identify forward looking statements. Those statements reflect the REIT's current views with respect to future events or conditions, including the REIT's acquisition of the Option Units. By their nature, forward looking statements reflect management's current views, beliefs and assumptions and are subject to certain risks and uncertainties, known and unknown, including, without limitation, risks disclosed in the annual information form of the REIT dated March 11, 2013, the short-form prospectus of the REIT dated March 18, 2013 and in the REIT's other public filings. Many factors could cause actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by these forward looking statements. The REIT does not intend to nor assume any obligation to update these forward-looking statements whether as a result of new information, plans, events or otherwise, unless required by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE NorthWest International Healthcare Properties REIT