Acadia Healthcare Announces Pricing of $475 Million Senior Notes Due 2029
September 29 2020 - 4:30PM
Business Wire
Acadia Healthcare Company, Inc. (NASDAQ: ACHC) (the “Company” or
“Acadia”) announced today the pricing of its previously announced
private offering (the “Offering”) of $475 million in aggregate
principal amount of its 5.000% senior notes due 2029 (the “Notes”).
The Offering is expected to close on October 14, 2020. The closing
of the Offering is subject to the satisfaction of customary and
market conditions.
The Company intends to use the net proceeds from the Offering to
prepay outstanding borrowings under its existing Term Loan B
facility Tranche B-3 and for general corporate purposes, which may
include additional debt repayment, and to pay related fees and
expenses in connection therewith.
The Notes will bear interest at the rate of 5.000% per year.
Interest on the Notes will be payable semi-annually in arrears on
April 15 and October 15 of each year, commencing April 15, 2021.
The Notes will mature on April 15, 2029. The Notes were offered at
a price of 100.000% of the principal amount.
The Notes have not been registered under the Securities Act of
1933, as amended (the “Securities Act”), any state securities laws
or the securities laws of any other jurisdiction, and may not be
offered or sold in the United States, or for the benefit of U.S.
persons, except pursuant to an applicable exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities or blue sky laws.
Accordingly, the Notes were offered only to persons reasonably
believed to be “qualified institutional buyers,” as that term is
defined under Rule 144A of the Securities Act, or outside the
United States to non-“U.S. persons” in accordance with Regulation S
under the Securities Act.
A confidential offering memorandum for the Offering of the Notes
has been made available to such eligible persons. The Offering is
being conducted in accordance with the terms and subject to the
conditions set forth in such confidential offering memorandum.
This press release shall not constitute an offer to sell, a
solicitation to buy or an offer to purchase or sell any securities.
No offer, solicitation, purchase or sale will be made in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. Any offer, or solicitation to buy, if at all, will be
made only by means of a confidential offering memorandum.
About Acadia
Acadia is a leading provider of behavioral healthcare services.
As of June 30, 2020, Acadia operated a network of 589 behavioral
healthcare facilities with approximately 18,200 beds in 40 states,
the United Kingdom and Puerto Rico. Acadia provides behavioral
healthcare services to its patients in a variety of settings,
including inpatient psychiatric hospitals, specialty treatment
facilities, residential treatment centers and outpatient
clinics.
Forward-Looking Information
This press release contains forward-looking statements.
Generally, words such as “may,” “will,” “should,” “could,”
“anticipate,” “expect,” “intend,” “estimate,” “plan,” “continue,”
and “believe” or the negative of or other variation on these and
other similar expressions identify forward-looking statements.
These forward-looking statements are made only as of the date of
this press release. We do not undertake to update or revise the
forward-looking statements, whether as a result of new information,
future events or otherwise. Forward-looking statements are based on
current expectations and involve risks and uncertainties and our
future results could differ significantly from those expressed or
implied by our forward-looking statements. The forward-looking
statements contained in this press release include statements
related to the Offering and the use of proceeds therefrom. Factors
that may cause actual results to differ materially include, without
limitation, (i) the impact of the COVID-19 pandemic, including,
without limitation, disruption to the U.S. and U.K. economies and
financial markets; reduced admissions and patient volumes;
increased costs relating to labor, supply chain and other
expenditures; and difficulty in collecting patient accounts
receivable due to increases in the unemployment rate and the number
of underinsured and uninsured patients; (ii) potential difficulties
operating our business in light of political and economic
instability in the U.K. and globally relating to the U.K.’s
departure from the European Union; (iii) the impact of fluctuations
in foreign exchange rates, including the devaluation of the British
Pound Sterling (GBP) relative to the U.S. Dollar (USD); (iv) the
Company’s efforts to sell its U.K. operations may not result in any
definitive transaction or enhance stockholder value; (v) potential
difficulties in successfully integrating the operations of acquired
facilities or realizing the expected benefits and synergies of our
acquisitions, joint ventures and de novo transactions; (vi) the
Company’s ability to add beds, expand services, enhance marketing
programs and improve efficiencies at its facilities; (vii)
potential reductions in payments received by the Company from
government and third-party payors; (viii) the occurrence of patient
incidents, governmental investigations and adverse regulatory
actions, which could adversely affect the price of our common stock
and result in substantial payments and incremental regulatory
burdens; (ix) the risk that the Company may not generate sufficient
cash from operations to service its debt and meet its working
capital and capital expenditure requirements; and (x) potential
operating difficulties, labor costs, client preferences, changes in
competition and general economic or industry conditions that may
prevent the Company from realizing the expected benefits of its
business strategies. These factors and others are more fully
described in the Company’s Annual Report on Form 10-K for the year
ended December 31, 2019, its Quarterly Report on Form 10-Q for the
quarterly period ended June 30, 2020 and subsequent periodic
reports and other filings with the SEC.
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version on businesswire.com: https://www.businesswire.com/news/home/20200929006105/en/
Gretchen Hommrich Director, Investor Relations (615)
861-6000
Acadia Healthcare (NASDAQ:ACHC)
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