NASHVILLE, Tenn., June 14, 2018 /PRNewswire/ -- Ardent Health
Services today announced that AHP Health Partners, Inc. ("AHP
Health Partners"), a direct majority-owned subsidiary of Ardent
Health Partners, LLC ("Ardent"), has priced $475 million aggregate principal amount of 9.75%
senior unsecured notes due 2026 (the "Notes") in a private
offering.
The Notes will be guaranteed on a senior unsecured basis by
Ardent and certain of its existing and future wholly-owned domestic
subsidiaries (other than AHP Health Partners) that are guarantors
under the new senior secured credit facilities.
Ardent intends to use the net proceeds from the sale of the
Notes, together with borrowings under $1.05
billion in new senior secured term loan and asset-based
revolving credit facilities of AHP Health Partners, to refinance or
otherwise extinguish Ardent's existing credit facilities, pay
related fees and expenses and provide working capital and funds for
other general corporate purposes.
The closing of the Notes offering is conditioned on the
substantially concurrent consummation of the new senior secured
credit facilities. The proposed refinancing transactions are
expected to close on June 28, 2018,
subject to customary closing conditions and finalizing definitive
documentation with respect to the new senior secured credit
facilities.
The Notes and the guarantees are being offered and sold in a
private offering exempt from the registration requirements
of the Securities Act of 1933, as amended (the "Securities
Act"). The Notes and the guarantees are being offered and sold only
to qualified institutional buyers pursuant to Rule 144A under the
Securities Act and to non-U.S. persons outside the United
States in reliance on Regulation S under the Securities
Act.
The Notes and the guarantees have not been (and will not be)
registered under the Securities Act and may not be offered or sold
in the United States absent registration or an applicable
exemption from the registration requirements of the Securities Act
and applicable state laws.
This press release is for informational purposes only and shall
not constitute an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of these securities in any state
or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Ardent Health Services
Ardent Health Services invests in people, technology, facilities
and communities, producing high-quality care and results. Based in
Nashville, Tennessee, Ardent's
subsidiaries operate 31 acute care hospitals, including two
rehabilitation hospitals, two surgical hospitals and one managed
hospital, in seven states. Ardent's operations are owned by
an affiliate of Equity Group Investments (EGI), a Chicago-based private investment firm; Ventas,
Inc. (NYSE: VTR), a publicly-traded real estate investment trust;
and members of Ardent's executive management team.
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the federal securities laws, which are intended to
be covered by the safe harbors created thereby. These
forward-looking statements include all statements that are not
historical statements of fact and those statements regarding our
intent, belief or expectations including, but not limited to,
Ardent's plans, objectives, expectations and other statements that
are not historical facts. Words such as "anticipates,"
"expects," "intends," "plans," "predicts," "believes," "seeks,"
"estimates," "could," "would," "will," "may," "can," "continue,"
"potential," "should" and the negative of these terms or other
comparable terminology often identify forward-looking
statements. Forward-looking statements involve known and
unknown risks and uncertainties that may cause actual results to
differ materially from those anticipated in the forward-looking
statements in this press release. Factors, risks, and
uncertainties that could cause actual outcomes and results to be
materially different from those contemplated in such
forward-looking statements include, among others, the effect of the
debt markets on the proposed refinancing transactions, Ardent's
ability to finalize definitive documentation with respect to the
proposed refinancing transactions; and Ardent's ability to satisfy
the closing conditions to the proposed refinancing
transactions. You are cautioned not to put undue reliance on
any forward-looking statements, which speak only as of the date of
this press release. Except as otherwise required by law, we
do not undertake any obligation to update or revise any
forward-looking statements to reflect changes in assumptions, the
occurrence of unanticipated events, or otherwise.
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SOURCE Ardent Health Services