Senior Housing Finance Activity: Sunrise, HCN, GE Capital, Lancaster Pollard

Sunrise Stockholders Approve Acquisition by Health Care REIT, Completed Jan. 9

Sunrise stockholders voted at a special meeting on Monday to approve the company’s previously-announced merger with Health Care REIT, Inc. (NYSE:HCN). A majority (98.3%) of the votes case by Sunrise stockholders were in favor of this proposal, representing 69.4% of the shares of common stock entitled to vote.

Sunrise stockholders received $14.50 per share from the merger, which includes a $2.10 special dividend. 

On Jan. 9, HCN and Sunrise announced the completion of the acquisition, an investment valued at $3.4 billion and expected to increase to $4.3 billion by July 2013 as the REIT continues to exercise rights to acquire additional joint venture partner interests at fixed purchase prices. 

Health Care REIT expects the $4.3 billion acquisition to generate a 6.5% unlevered initial yield, or 6.1% after capital expenditures.

Health Care REIT Announces Closing of $2.75 Billion Credit Facility

Health Care REIT, Inc. (NYSE:HCN) announced on Tuesday the closing of a $2.75 billion unsecured credit facility consisting of a $2.25 billion revolver and a $500 million term loan to be funded the same day. The facility replaces the company’s existing $2.0 billion unsecured revolving credit facility. 

The new revolver matures on March 31, 2017 and can be extended for an additional year at the company’s option. The term loan matures on March 31, 2016 and can be extended up to two years at the company’s option.

Based on HCN’s current credit ratings, the revolver bears interest at LIBOR plus 117.5 basis points and has an annual facility fee of 22.5 basis points. The term loan bears interest at LIBOR plus 135 basis points. HCN has an option to upsize the facility by up to an additional $1 billion through an accordion feature, allowing for aggregate commitments of up to $3.75 billion. The facility also allows for the company to borrow up to $500 million in alternate currencies.

HCN will use proceeds from the credit facility to fund announced investment activity for general corporate purposes including investing in health care and senior housing properties.

Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC arranged the facility as joint book runners and joint lead arrangers. Bank of America, N.A. and JPMorgan Chase Bank, N.A. were co-syndication agents. KeyBanc Capital Markets Inc. was a joint lead arranger and KeyBank National Association was Administrative Agent. Deutsche Bank Securities, Inc. served as a joint lead arranger and documentation agent. 

GE Capital Agents Credit Facilities of $725 Million for Genesis/Sun Healthcare Deal

GE Capital, Healthcare Financial Services, is serving as administrative agent on a $400 million asset-based revolving credit facility, and as syndication agent on a $325 million cash flow term loan credit facility for Genesis HealthCare, being used to support the acquisition of Sun Healthcare Group, Inc.

GE Capital Markets served as joint lead arranger and sole book runner for the revolving loan and joint lead arranger and joint bookrunner on the term loan.  

Lancaster Pollard Has Record Year, $946.8 Million of Senior Housing Financing

Lancaster Pollard finished its record year with 190 closed transactions with a total loan amount of $1.4 billion. Of those transactions, 132 were in the seniors housing sector, totaling $946.8 million. The firm financed skilled nursing facilities, assisted living facilities and CCRCs in 28 states and primarily used HUD funding through FHA Sec. 232/223(f), FHA Sec. 232/223(a)(7) and FHA Sec. 232/241 programs. However, the firm also financed facilities using the Fannie Mae Seniors Housing program and privately placed tax-exempt bonds.

Lancaster Pollard Provides $6.1 Million Financing for Utah Senior Care Center

Lancaster Pollard recently announced the closing of a $6.1 million loan used to refinance Abbington Manor, a 79-unit assisted living and memory care community in Lehi, Utah.

Wentworth Senior Living Services manages Abbington Manor, which consists of two separate sites located about two miles apart.

The borrower was seeking to refinance its existing loan to take advantage of current low interest rates, benefit from debt service savings, and fund various critical repairs. Although the Abbington Manor has two separate sites, the borrower wanted to demonstrate that the sites comprised one community so it could get one loan and reduce closing costs.

HUD agreed that the two sites shared enough common resources and management to qualify as one operation, and Lancaster Pollard was able to obtain the loan using the FHA Section 232/223(f) program. The borrower will benefit from more than $95,000 in annual debt service savings with the new low interest rate and 30-year term. Additionally, the refinance will fund significant renovations associated with accessibility and safety for the community’s residents. 

Major repair items include seismic retrofitting, a fire suppression system, and a resurfaced parking lot. The borrower will also be able to make a “substantial” deposit to its replacement reserve, says Lancaster Pollard. 

HJ Sims Provides Capital for Senior Housing Acquisition

Herbert J. Sims & Co., Inc. through its affiliate HJ Sims Investments, LLC, provided financing to Watermark Retirement Communities, an affiliate of The Freshwater Group, to acquire a senior living community in Oregon. 

The finance plan included a first mortgage loan from Freddie Mac in addition to equity from a joint venture between The Freshwater Group and Prudential Real Estate Investors—10% of which needed to be provided by either TFG or a co-investment partner. 

Sims was able to structure a preferred equity investment that worked with an existing joint venture agreement between TFG and Prudential in time to close with a Freddie Mac first mortgage/bridge-to-agency senior loan.

A new entity, Fountains Acquisition Finance I, LLC was formed to issue taxable bonds, says Sims, the proceeds of which were used to make the equity investment in a new TFG/Sims partnership, which in turn invested in the joint venture with Prudential to complete the transaction. 

The bonds were structured to have a low current interest rate that grows as the cash flow improves, allowing most of the community’s current operating cash flow to be retained to further the revenue enhancement plan. 

Lancaster Pollard Refinances Hoosiers Care Portfolio for $39 Million

Columbus, Ohio-headquartered Lancaster Pollard recently refinanced seven not-for-profit skilled nursing and pediatric facilities in Indiana and Illinois owned by Indiana-based Hoosiers Care, Inc., and managed by Exceptional Living Centers of Lexington, Ky.

The refinanced facilities are:

• Exceptional Living Center of Brazil in Brazil, Ind.
• Randolph Nursing Home in Winchester, Ind.
• Richland Bean-Blossom Health Care Center in Elletsville, Ind.
• Vernon Manor Children’s Home in Wabash, Ind.
• Exceptional Care and Training Center in Sterling, Ill.
• Swann Special Care Center in Champaign, Ill.
• Walter J Lawson Children’s Home in Loves Park, Ill. 

Lancaster Pollard recommended that the owner use the FHA Section 232/223(f) program to refinance Hoosier Care’s tax-exempt bonds with 30-year, fully-amortizing, fixed-rate mortgage loans totaling $39 million. The transaction resulted in millions of dollars in annual debt service savings and also served to fund more than $1.5 million in replacement reserves and $141,000 in repairs and improvements across the portfolio.

The firm’s Steve Kennedy, senior vice president and regional manager, and Chris Blanda, vice president, led the team on the refinancing. 

Oxford Finance Provides $20 Million Financing to Senior Living Provider

Oxford Finance LLC recently announced the closing of a $16 million senior secured term loan and $4 million revolving line of credit with American Senior Living Communities.

Proceeds of the term loan were used to refinance two skilled nursing facilities in Rhode Island, while the revolver will be used to fund ongoing working capital needs at the two sites.