NEWPORT BEACH, Calif. Feb. 5 /PRNewswire-FirstCall/ -- Nationwide Health Properties, Inc. today announced the acquisition of two medical office buildings under an amendment to the original agreement with Pacific Medical Buildings LLC, a California limited liability company ("Pac Med"), and certain of its affiliates.
Effective as of February 1, 2010, NHP acquired the Pomerado Outpatient Pavilion in Poway, California (the "Pomerado Property") for an aggregate purchase price of $74.0 million consisting of cash and the issuance of 301,599 units of limited partnership interest in NHP/PMB L.P., a limited partnership, for which a subsidiary of NHP acts as general partner ("NHP/PMB"). The $47.5 million mortgage loan previously made by NHP to the former owners of the Pomerado Property was satisfied at the closing.
Effective as of February 1, 2010, NHP entered into a limited liability company agreement and a contribution agreement with PMB Gilbert LLC. Under these agreements, NHP and PMB Gilbert LLC formed a limited liability company (the "Gilbert JV") to acquire the Mercy Gilbert Medical Plaza in Gilbert, Arizona (the "Gilbert Property"). PMB Gilbert LLC contributed the Gilbert Property to the Gilbert JV, and NHP contributed $6.3 million in cash. In addition, NHP agreed to loan the Gilbert JV up to $8.8 million as project financing, including $6.8 million that was disbursed initially. NHP owns a 71.2% interest in the Gilbert JV. Pursuant to a contribution agreement dated as of February 1, 2010, among NHP, NHP/PMB, Pac Med and PMB Gilbert LLC, NHP/PMB may in the future acquire the Gilbert JV if certain conditions are met.
Effective as of February 1, 2010, NHP and NHP/PMB amended and restated their Pipeline Property Agreement, dated April 1, 2008, with PMB LLC and PMB Real Estate Services LLC. Under this agreement, NHP/PMB has the option to acquire future medical office buildings developed through a joint venture between NHP and PMB LLC. The changes to the agreement obligate NHP to either provide or arrange financing for approved developments and provide NHP with improved terms, including preferred returns, a reduction in PMB LLC's promote interest and acquisition pricing determined at the time of acquisition rather than at the pre-development stage.
NHP anticipates acquiring the remaining two medical office buildings, the remaining 55% interest in two medical office buildings in which it currently has a minority ownership interest and a majority ownership interest in a joint venture that will own a medical office building by the end of the first quarter of 2010.
ABOUT NATIONWIDE HEALTH PROPERTIES, INC.
Nationwide Health Properties, Inc. is a real estate investment trust (REIT) that invests primarily in healthcare real estate in the United States. As of September 30, 2009, the Company's portfolio of properties, including mortgage loans and properties owned by unconsolidated joint ventures, totaled 579 properties among the following segments: 279 senior housing facilities, 200 skilled nursing facilities, 82 medical office buildings, 11 continuing care retirement communities and 7 specialty hospitals. For more information on Nationwide Health Properties, Inc., visit our website at http://www.nhp-reit.com/.
FORWARD LOOKING STATEMENTS
Certain information contained in this release includes forward-looking statements. Forward- looking statements include statements regarding our expectations, beliefs, intentions, plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements which are not statements of historical facts. These statements may be identified, without limitation, by the use of forward-looking terminology such as "may," "will," "anticipates," "expects," "believes," "intends," "should" or comparable terms or the negative thereof. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those described in the statements. Risks and uncertainties associated with our business include (without limitation) the following: deterioration in the operating results or financial condition, including bankruptcies, of our tenants; non-payment or late payment of rent, interest or loan principal amounts by our tenants; our reliance on two tenants for a significant percentage of our revenue; occupancy levels at certain facilities; our level of indebtedness; changes in the ratings of our debt securities; maintaining compliance with our debt covenants; access to the capital markets and the cost and availability of capital; the effect of proposed healthcare reform legislation or government regulations, including changes in the reimbursement levels under the Medicare and Medicaid programs; the general distress of the healthcare industry; increasing competition in our business sector; the effect of economic and market conditions and changes in interest rates; the amount and yield of any additional investments; risks associated with acquisitions, including our ability to identify and complete favorable transactions, delays or failures in obtaining third party consents or approvals, the failure to achieve perceived benefits, unexpected costs or liabilities and potential litigation; the ability of our tenants to pay contractual rent and/or interest escalations in future periods; the ability of our tenants to obtain and maintain adequate liability and other insurance; our ability to attract new tenants for certain facilities; our ability to sell certain facilities for their book value; our ability to retain key personnel; potential liability under environmental laws; the possibility that we could be required to repurchase some of our senior notes; changes in or inadvertent violations of tax laws and regulations and other factors that can affect our status as a real estate investment trust; and other factors discussed from time to time in our news releases, public statements and/or filings with the Securities and Exchange Commission, especially the "Risk Factors" sections of our Annual and Quarterly Reports on Forms 10-K and 10-Q. Forward- looking information is provided by us pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of these factors. We disclaim any intent or obligation to update these forward-looking statements.
CONTACT: Abdo H. Khoury Chief Financial and Portfolio Officer Nationwide Health Properties, Inc. (949) 718-4400
Nationwide Health Properties, Inc.
CONTACT: Abdo H. Khoury, Chief Financial and Portfolio Officer of
Nationwide Health Properties, Inc., +1-949-718-4400
Web Site: http://www.nhp-reit.com/
