Chartwell Seniors Housing Real Estate Investment Trust Completes $204 Million Equity Offering of Subscription Receipts and Offering of $135 Million Aggregate Principal Amount of 5.7% Convertible Debentures

Chartwell Seniors Housing Real Estate Investment Trust Completes $204 Million Equity Offering of Subscription Receipts and Offering of $135 Million Aggregate Principal Amount of 5.7% Convertible Debentures

PR Newswire

/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE
SERVICES/

MISSISSAUGA, ON, March 9, 2012 /PRNewswire/ – Chartwell Seniors Housing Real
Estate Investment Trust (TSX: CSH.UN) (“Chartwell”) announced today the
closing of its previously announced public offerings (the “Offerings”)
of 24,913,125 subscription receipts (the “Subscription Receipts”) at a
price of $8.20 per Subscription Receipt for gross proceeds of
$204,287,625 and $135,000,000 aggregate principal amount of 5.7%
convertible unsecured subordinated debentures (the “Debentures”),
including the exercise, in full, of the over-allotment options in
respect of the Subscription Receipts and the Debentures. The Offerings
were completed on a bought deal basis through a syndicate of investment
dealers led by RBC Capital Markets.

The net proceeds from the sale of the Subscription Receipts will be held
by Computershare Trust Company of Canada (the “Subscription Receipt
Agent”) pending the completion of the Acquisition (as defined below)
prior to 5:00 p.m. (Toronto time) on May 30, 2012 or the termination of
the Acquisition. Chartwell intends to use the entire net proceeds of
the offering of the Subscription Receipts (following the release of the
escrowed funds by the Subscription Receipt Agent), to finance, in part,
the purchase price for Chartwell’s previously announced acquisition of
a 8,187 suite Canadian seniors housing portfolio in a co-ownership
arrangement with Health Care REIT, Inc. from a group of funds managed
by the Maestro group (the “Acquisition”). The expected closing date
for the Acquisition is May 1, 2012.

Chartwell intends to use the net proceeds of the offering of Debentures:
(a) to redeem all of the issued and outstanding 5.9% convertible
unsecured subordinated debentures (the “Series 2007-1 Debentures”),
totalling approximately $78 million, which amount includes accrued and
unpaid interest; (b) to repay approximately $52 million outstanding
under Chartwell’s operating facility; and (c) for general trust
purposes.

The Subscription Receipts and the Debentures will be listed for trading
on the Toronto Stock Exchange under the symbols “CSH.R” and “CSH.DB.B”,
respectively, and will commence trading on the Toronto Stock Exchange
on March 9, 2012.

The redemption price in respect of the Series 2007-1 Debentures has been
determined in accordance with the provisions of the trust indenture
governing the terms of the Series 2007-1 Debentures. The redemption
price will be paid in cash and is $1,000 per Debenture together with
accrued and unpaid interest on the Debentures up to, but not including,
the redemption date. The redemption is expected to take place on or
about March 19, 2012. A notice of redemption was mailed on February 15,
2012
to CDS Clearing and Depository Services Inc. (“CDS”) and the
trustee, Computershare Trust Company of Canada. Non-registered holders
(banks, brokerage firms or other financial institutions) who maintain
their interests in the Series 2007-1 Debentures through CDS should
contact their CDS customer service representative with any questions
regarding the redemption. Alternatively, beneficial holders with any
questions about the redemption should contact their respective
brokerage firm or financial institution, which holds interests in the
Series 2007-1 Debentures through CDS on their behalf.

This press release is not an offer to sell, or a solicitation of an
offer to buy, any securities. The securities referred to in this press
have not been and will not be registered under the U.S. Securities Act
of 1933, as amended and 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 U.S. Securities Act of 1933.

Chartwell is a real estate investment trust focused on generating
sustainable, stable and growing cash distributions from owning and
managing a complete range of seniors housing communities. It is one of
the largest participants in the North American seniors housing
business. Chartwell’s aim is to capitalize on the strong demographic
trends present in its markets to maximize the value of its existing
portfolio of seniors housing facilities, and prudently avail itself of
opportunities to grow internally and through accretive acquisitions.

Chartwell’s Distribution Reinvestment Plan (DRIP) allows Unitholders to
have their monthly cash distributions used to purchase units without
incurring commission or brokerage fees, and receive bonus units equal
to 3% of their monthly cash distributions. More information can be
obtained at www.chartwellreit.ca.

Forward Looking Information

This press release contains forward-looking information that reflect the
current expectations of management about the future results,
performance, achievements, prospects or opportunities for Chartwell and
the seniors housing industry. These statements generally can be
identified by use of forward-looking words such as “may”, “will”,
“expect”, “estimate”, “anticipate”, “believe”, “project”, “should” or
“continue” or the negative thereof or similar variations.
Forward-looking statements are based upon a number of assumptions and
are subject to a number of known and unknown risks and uncertainties,
many of which are beyond Chartwell’s control that could cause actual
results to differ materially from those that are disclosed in or
implied by such forward-looking statements.

While we anticipate that subsequent events and developments may cause
our views to change, we do not have an intention to update this
forward-looking information, except as required by applicable
securities laws. This forward-looking information represents our views
as of the date of this press release and such information should not be
relied upon as representing our views as of any date subsequent to the
date of this document. We have attempted to identify important factors
that could cause actual results, performance or achievements to vary
from those current expectations or estimated expressed or implied by
the forward looking information. However, there may be other factors
that cause results, performance or achievements not to be as expected
or estimated and that could cause actual results, performance or
achievements to differ materially from current expectations, including
the failure of Chartwell to redeem the Series 2007-1 Debentures in a
manner consistent with management’s expectations. There can be no
assurance that forward-looking information will prove to be accurate,
as actual results and future events could differ materially from those
expected or estimated in such statements. Accordingly, readers should
not place undue reliance on forward looking information. These factors
are not intended to represent a complete list of the factors that could
affect us. See “Risks and Uncertainties” in our MD&A and risk factors
highlighted in materials filed with the securities regulatory
authorities in Canada from time to time, including but not limited to
our most recent annual information form.

SOURCE Chartwell Seniors Housing Real Estate Investment Trust

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