HCP (NYSE:HCP) announced today that it will redeem all 4,000,000 outstanding shares of its 7.25% Series E Cumulative Redeemable Preferred Stock and all 7,820,000 outstanding shares of its 7.10% Series F Cumulative Redeemable Preferred Stock on April 23, 2012 (the “Redemption Date”). The shares of Series E and Series F Preferred Stock (together, the “Preferred Stock”) will be redeemed at a redemption price of $25.00 per share, representing $295.5 million in aggregate, plus all accrued and unpaid dividends to the Redemption Date. As previously announced, the dividend on each series of the Preferred Stock will be paid separately on March 30, 2012 to holders of record on March 15, 2012. From and after the Redemption Date, the only remaining rights of the holders of shares of the Preferred Stock will be to receive payment of the redemption price, plus accrued and unpaid dividends to the Redemption Date.
The Company intends to redeem the Preferred Stock with a portion of the anticipated proceeds from the common stock offering priced yesterday. Upon completion, the redemption of the Preferred Stock is expected to further improve HCP’s investment-grade credit profile, particularly its fixed charge coverage ratio, going forward. In connection with the redemption, during the first quarter the Company will incur a one-time, non-cash charge of $10.3 million related to the original issuance costs of the Preferred Stock, and recognize an additional preferred stock dividend accrual of $1.3 million representing the acceleration of the dividend from April 1, 2012 to the Redemption Date.
The Notice of Redemption and related materials will be mailed to holders of record of the Preferred Stock on March 22, 2012. The Series E Preferred Stock (NYSE:HCPPRE) has a CUSIP number of 40414L307. The Series F Preferred Stock (NYSE:HCPPRF) has a CUSIP number of 40414L208. As specified in the Notice of Redemption, payment of the redemption price will be made only upon presentation and surrender of the certificates representing the shares of the Preferred Stock during normal business hours at one of the following locations of the redemption agent, Wells Fargo Bank N.A. Delivery should be directed to the following contacts:
|By Mail:||By Overnight Courier or By Hand:|
|Wells Fargo Shareowner Services Attn: Corporate Actions Department P.O. Box 64858 St. Paul, MN 55164-0858||Wells Fargo Shareowner Services Attn: Corporate Actions Department 161 North Concord Exchange South St. Paul, MN 55075|
Questions relating to the Notice of Redemption and related materials should be directed to Wells Fargo Bank N.A., telephone number (877) 262-8260.
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