Transactions & Financings: Ventas Prices $500M Senior Notes Offering; HJ Sims’ $44M Refinancing for Aldersgate

Ventas (NYSE: VTR) is raising more money to shore up its financial position in the wake of its acquisition of New Senior Investment Group (NYSE: SNR).

The Chicago-based real estate investment trust (REIT) announced a public offering of $500 million in senior notes at 2.5% interest, due in 2031. The notes are being issued by the REIT’s wholly-owned subsidiary, Ventas Realty, and will be guaranteed on a senior unsecured basis.

Proceeds will be earmarked for general corporate purposes, which may include repayment of Ventas’s and/or New Senior’s existing indebtedness, payment of any fees and expenses relating to the acquisition or any other general corporate purpose Ventas may deem necessary or advisable, and to pay fees and expenses related to the offering of the notes.


Ventas and New Senior announced the two sides entered into a merger agreement in June, in an all-stock transaction valued at $2.3 billion. The deal includes $1.5 billion in New Senior debt.

J.P. Morgan Securities, Mizuho Securities USA and UBS Securities are joint book-running managers for the offering, which is expected to close on Aug. 20, 2021.

Sales and operator transitions


Knapp-Stahler Group completes 2 sales

The Knapp-Stahler National Seniors Housing Group of Marcus & Millichap completed the following transactions:

  • A team led by Knapp-Stahler Managing Partner Justin Knapp closed the $6.5 million sale of 48-unit assisted living and memory care facility in central Tennessee. Community features include an outdoor koi pond and sitting area, a hair salon, common areas, and available transportation, and occupancy has remained strong during Covid-19.
  • A team led by Knapp-Stahler Founder and Principal Jim Knapp completed the sale of a senior housing community in south central Maine featuring independent living, assisted living and skilled nursing. The sale price was not disclosed, except that it sold above the asking price of $10.2 million.

Blueprint completes sale of Ohio senior living community

Blueprint Healthcare Real Estate Advisors Senior Managing Director Michael Segal, Head of Capital Markets Alex Florea, Managing Director Connor Doherty and Associate Ryan Kelly were the sole advisors in the previously announced sale of Polaris Retirement Community, a four-story, purpose-built, 136-unit independent living and assisted living community in Columbus, Ohio.

The developers, a joint venture between Pittsburgh-based Graziano Construction and Development Company, and Sweetbay Senior Living, sold the community to United Church Homes, which rebranded the property, The Polaris Community.


HJ Sims completes $44M refinancing for Aldersgate

HJ Sims closed a $44 million refinancing package on behalf of Aldersgate United Methodist Retirement Community, a CCRC in Charlotte, North Carolina. The combination of Cinderella bonds and secured overnight financing rate-based swaps (SOFR) retired outstanding Series 2017 bank debt, as well as Series 2013 bonds.

Sims and Aldersgate’s financial advisor, Pearl Creek Advisors, sought to help the community refinance its existing outstanding bank debt, which was privately held by Truist Bank. Sims and Pearl Creek then selected Truist for the refinancing, and worked with Aldersgate’s swap advisor, KPM Financial, to structure three SOFR swaps and terminate the existing Series 2017B swap. The refinancing also included a tax-exempt swap.

Cushman & Wakefield arranges $23M construction financing for California community

A Cushman & Wakefield (NYSE: CWK) Senior Housing Capital Markets team of Vice Chairman Richard Swartz, Executive Managing Director Jay Wagner, Executive Director Aaron Rosenzweig, Director Tim Hosmer and Associate Bailey Nygard arranged $23 million in construction financing for Peninsula Pointe, an 87-unit assisted living and memory care community in Palos Verdes, California under development by a joint venture between Singerman Real Estate and Darnell Capital. The project includes the full redevelopment of an existing, vacant office building.

The financing package was provided by a large regional bank. Terms were not disclosed.

Lument closes $23M bond placement for South Carolina community

A Lument Securities team led by Director Kevin Oakley successfully closed a $22.8 million bond placement using the 142(d) program to fund the construction of The Retreat at Indian Land, a senior housing community to be located in Lancaster, South Carolina.

The 142(d) program allows for-profit developers to use the tax-exempt bond market to issue long-term, non-recourse bonds at competitive high-yield interest rates for the new construction or substantial renovation of seniors housing and care communities that meet certain income requirements.

The Retreat at Indian Land will include 87 units of independent living, assisted living, memory care, and respite services when it is completed in Fall 2022. It is being developed by Whitehall Senior Living, and will be operated by Phoenix Senior Living.

Berkadia secures $17M HUD refinancing for Hawaii assisted living facility

Berkadia Seniors Housing & Healthcare Managing Director Jay Healy secured a $16.58 million HUD 232/223(f) refinancing for a 124-unit assisted living community in Kailua-Kona, Hawaii.

Proceeds retired a $11.7 million Berkadia bridge loan funded in August 2017 to facilitate the acquisition and subsequent $4.5 million renovation completed in early 2020. The sponsor, a Washington-based owner and operator, was also able to utilize proceeds to pay off the remaining balance of the unsecured seller financing, as well as some outstanding partnership debt.

Ratings Outlooks

Fitch announces bond rating updates on 2 CCRCs

Fitch Ratings announced the following bond ratings updates:

  • Fitch assigned an “A” issuer default rating to $303.9 million in planned Series 2021A and taxable Series 2021B bonds to be issued by the California Statewide Communities Development Authority on behalf of Front Porch Communities & Services. Fitch also affirmed the “A” rating on Series 2017A bonds previously issued by the authority on behalf of the provider. The rating outlook is stable, reflecting Fitch’s view of the affiliation between Front Porch and Covia, which closed in April 2021. The affiliation has strengthened Front Porch’s geographic and revenue diversity and has created opportunities for cost synergies based on the combined size and scale of Front Porch and Covia, which should allow Front Porch flexibility to withstand pressures prevalent in the industry.
  • Fitch removed Buckner Retirement Services from under criteria observation and assigned an “A” issuer default rating. Additionally, Fitch affirmed approximately $149 million of Tarrant County Cultural Education Facilities Finance Corporation revenue bonds issued on behalf of the Buckner Retirement Services obligated group at “A”. The rating outlook is stable, reflecting the strength of a credit and support agreement between the Buckner Foundation and the Buckner Retirement Services OG, under which the Buckner Foundation guarantees timely payment of principal and interest on the OG’s debt. Fitch’s assessment of the OG’s financial profile includes the foundation’s unrestricted cash and investments, excluding other foundation guarantees. At year-end 2020, the OG’s cash to adjusted debt was 169.6%, with the inclusion of about $245.5 million of the foundation’s unrestricted cash and investments.


KARE receives $7.9M Series A investment

KARE, a clinical care labor platform, announced a $7.85 million Series A investment round to drive national expansion and promote future growth.

The lead sponsor in the Series A round was Golden Section Ventures, a Houston-based investment fund specializing in early stage B2B software firms. KARE connects senior living and post-acute care facilities with clinical and hospitality talent on a shift-by-shift basis, with the opportunity to hire directly off their platform on a full time basis.


Majestic Residences, Genoa Healthcare announce pharmacy partnership

Majestic Residences and Genoa Healthcare are launching a new pharmacy partnership to better serve Majestic’s growing number of assisted living communities, with the goal of improving resident and staff satisfaction, increasing medication accuracy and simplifying care management.

The rollout will begin in Phoenix and expand nationwide as Majestic opens new communities. Each Majestic location in Arizona will have a dedicated Genoa account manager who will act as a liaison to a nearby Genoa pharmacy. The account manager and consultant pharmacist will provide pharmacy support for medication delivery and management, help ensure regulatory compliance and medication management training, tailored to the needs of each home’s staff and residents.

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