Washington Prime Group Inc. (NYSE: WPG) today announced that its
majority owned operating partnership subsidiary, Washington Prime
Group, L.P. (the “Operating Partnership”), has closed its
previously announced underwritten public offering of $750 million
principal amount of its 5.950% notes due 2024. The notes will
mature on August 15, 2024 and will bear interest at a rate of
5.950% per annum, payable semi-annually in arrears on February 15
and August 15 of each year, commencing on February 15, 2018.
Lou Conforti, CEO and Director stated: “Since joining Washington
Prime Group last year, my primary charter has been to strengthen
the balance sheet and improve our operational infrastructure. These
two objectives are symbiotic as we first had to prove up the
stability of our cash flow in order to garner interest from fixed
income investors.
“Our nearly two times oversubscribed notes offering evidences
the stalwart efforts of my colleagues. During this volatile and
often irrational retail environment, it is imperative we focus upon
controlling those factors which are controllable and allow for
enough cushion to withstand exogenous and industry shocks.
Extending the duration of our capital structure was an important
step in this regard.
“As we continue to optimize our assets into dynamic, hybrid town
centers, I'd like to thank the high quality roster of credit
investors who believe in what we are doing. Our promise to fixed
and equity investors alike is that we will continue to grind it out
and add value to our company.”
The Operating Partnership expects to use the net proceeds from
the offering of approximately $730 million, after deducting the
underwriting discount and other offering expenses payable by the
Operating Partnership, to repay the outstanding indebtedness under
its May 2014 term loan and reduce outstanding borrowings under its
June 2015 term loan. The Company expects approximately $0.04 of
additional dilution above the amount included in its original full
year 2017 guidance for both net income and funds from operations
related to the unsecured notes offering.
BofA Merrill Lynch, Goldman Sachs & Co. LLC, Jefferies LLC
and U.S. Bancorp Investments, Inc. served as joint book-running
managers for the offering.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of
these securities in any state or other jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any state or other
jurisdiction.
The offering was made solely by means of a prospectus supplement
and accompanying prospectus filed with the SEC. Investors may
obtain these documents without charge from the SEC at www.sec.gov.
A copy of the prospectus supplement and prospectus relating to the
offering, when available, may be obtained by contacting BofA
Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd Floor,
Charlotte, NC 28255, attention of Prospectus Department or email:
dg.prospectus_requests@baml.com; Goldman Sachs & Co. LLC, 200
West Street, New York, NY 10282, attention of Prospectus Department
or telephone: 866-471-2526 or facsimile: 212-902-9316 or email:
prospectus-ny@ny.email.gs.com; Jefferies LLC, 520 Madison Avenue,
3rd Floor, New York, NY 10022, attention of High Grade Syndicate
Desk or telephone: 877-877-0696; or U.S. Bancorp Investments, Inc.,
214 North Tryon Street, 26th Floor, Charlotte, NC 28202, attention
of High Grade Syndicate Desk or telephone: 877-558-2607.
About Washington Prime GroupWashington Prime Group Inc.
is a retail REIT and a recognized leader in the ownership,
management, acquisition and development of retail properties. The
Company combines a national real estate portfolio with an
investment grade balance sheet, leveraging its expertise across the
entire shopping center sector to increase cash flow through
rigorous management of assets and provide new opportunities to
retailers looking for growth throughout the U.S. A trademark
application has been filed with the U.S. Patent and Trademark
Office for the name “Washington Prime Group”.
Forward-Looking StatementsThis news release contains
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995 which represent the
current expectations and beliefs of management of Washington Prime
Group Inc. (“WPG”) concerning the proposed offering of the notes,
the anticipated consequences and benefits of the offering of the
notes and the targeted close date for the offering of the notes,
and other future events and their potential effects on WPG,
including, but not limited to, statements relating to anticipated
financial and operating results, WPG’s plans, objectives,
expectations and intentions, cost savings and other statements,
including words such as “anticipate,” “believe,” “confident,”
“plan,” “estimate,” “expect,” “intend,” “will,” “should,” “may,”
and other similar expressions. Such statements are based upon the
current beliefs and expectations of WPG’s management, and involve
known and unknown risks, uncertainties, and other factors which may
cause the actual results, performance, or achievements of WPG to be
materially different from future results, performance or
achievements expressed or implied by such forward-looking
statements. Such factors include, without limitation: changes in
asset quality and credit risk; ability to sustain revenue and
earnings growth; changes in political, economic or market
conditions generally and the real estate and capital markets
specifically; the impact of increased competition; the availability
of capital and financing; tenant or joint venture partner(s)
bankruptcies; the failure to increase enclosed retail store
occupancy and same-store operating income; risks associated with
acquisitions, dispositions, development, expansion, leasing and
management of properties; changes in market rental rates; trends in
the retail industry; relationships with anchor tenants; risks
relating to joint venture properties; costs of common area
maintenance; competitive market forces; the level and volatility of
interest rates; the rate of revenue increases as compared to
expense increases; the financial stability of tenants within the
retail industry; the restrictions in current financing arrangements
or the failure to comply with such arrangements; the liquidity of
real estate investments; the impact of changes to tax legislation
and WPG’s tax positions; failure to qualify as a real estate
investment trust; the failure to refinance debt at favorable terms
and conditions; loss of key personnel; material changes in the
dividend rates on securities or the ability to pay dividends on
common shares or other securities; possible restrictions on the
ability to operate or dispose of any partially-owned properties;
the failure to achieve earnings/funds from operations targets or
estimates; the failure to achieve projected returns or yields on
development and investment properties (including joint ventures);
expected gains on debt extinguishment; changes in generally
accepted accounting principles or interpretations thereof;
terrorist activities and international hostilities; the unfavorable
resolution of legal or regulatory proceedings; the impact of future
acquisitions and divestitures; assets that may be subject to
impairment charges; significant costs related to environmental
issues; and other risks and uncertainties, including those detailed
from time to time in WPG’s statements and periodic reports filed
with the Securities and Exchange Commission, including those
described under “Risk Factors”. The forward-looking statements in
this communication are qualified by these risk factors. Each
statement speaks only as of the date of this press release and WPG
undertakes no obligation to update or revise any forward-looking
statements to reflect subsequent events or circumstances. Actual
results may differ materially from current projections,
expectations, and plans, if any. Investors, potential investors and
others should give careful consideration to these risks and
uncertainties.
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version on businesswire.com: http://www.businesswire.com/news/home/20170807005308/en/
Washington Prime Group Inc.Lisa A. Indest, 614-887-5844CAO &
Senior VP, Financelisa.indest@washingtonprime.comorKimberly A.
Green, 614-887-5647VP, Investor Relations &
Communicationskim.green@washingtonprime.com
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