Medical Properties Trust, Inc. (the “Company”) (NYSE: MPW) announced today that the previously announced public offering of $200 million aggregate principal amount of senior notes due 2022 (the “Notes”) by its operating partnership, MPT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and MPT Finance Corporation, a Delaware corporation and wholly owned subsidiary of the Operating Partnership (“MPT Finance,” and together with the Operating Partnership, the “Issuers”), priced today with a coupon of 6.375%, at an issue price of 100%. J.P. Morgan, BofA Merrill Lynch, Deutsche Bank Securities and RBC Capital Markets are acting as joint book-running managers, KeyBanc Capital Markets and SunTrust Robinson Humphrey are acting as lead managers, and Raymond James and Morgan Keegan are acting as co-managers for the offering. The Notes will be senior unsecured obligations of the Issuers, guaranteed by the Company and by certain subsidiaries of the Operating Partnership.
The Operating Partnership intends to use the net proceeds from the offering of Notes, together with borrowings and net proceeds from other financing arrangements, to fund the anticipated acquisition of Ernest Health, Inc. and related transactions (the “Ernest Acquisition Transactions”), which the Company announced on January 31, 2012, and for general corporate purposes, including debt repayment and funding future acquisitions and investments. If the Ernest Acquisition Transactions have not been consummated on or before the closing of the Notes offering, the proceeds of the offering will be placed in escrow pending the completion of the Ernest Acquisition Transactions. If the Ernest Acquisition Transactions do not close, the Issuer will be required to redeem the Notes.
The offering of the Notes is expected to close on February 17, 2012, subject to certain closing conditions. The offering of the Notes was made under the Company’s and Issuers’ shelf registration statement, which became automatically effective upon filling with the Securities and Exchange Commission (“SEC”). The Company intends to file a final prospectus with the SEC for the note offering to which this communication relates. When available, the final prospectus may be obtained from J.P. Morgan Securities LLC, 383 Madison Avenue, 3rd Floor, New York, NY 10179, Attn: Syndicate or from Merrill Lynch, Pierce, Fenner & Smith Incorporated, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 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 the Notes, nor shall there be any sale of the Notes 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 offering may be made only by means of a prospectus, which has or will be filed with the SEC.
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