CARE CAPITAL PROPERTIES,INC. (NYSE:CCP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry Into a Material Definitive
Agreement.
On April10, 2017, certain wholly owned subsidiaries of Care
Capital Properties,Inc. (the Company), as buyers (collectively,
the CCP Entities), entered into a Purchase and Sale Agreement
(the Purchase Agreement) with certain affiliates of Healthcare
Services, LLC (), as sellers (collectively, the Sellers), to
which, among other things, the CCP Entities have agreed to
acquire from the Sellers a portfolio of six behavioral health
hospitals for an aggregate purchase price of $400 million
(including one building that will be subject to an option to
purchase by the CCP Entities, exercisable between October2018 and
October2019). At closing, the CCP Entities will lease the
properties to affiliates of on a ten-year triple-net basis, with
five renewals of five years each. Under the terms of the master
lease, the CCP Entities have also agreed to fund up to $50
million in capital expenditures to finance expansion and
improvements in the portfolio. The closing of the transaction,
which is expected to occur in the second quarter of 2017, is
subject to the satisfaction of customary closing conditions,
including, but not limited to, the receipt of applicable
regulatory approvals.
A copy of the Purchase Agreement is filed herewith as Exhibit2.1
and incorporated in this Item1.01 by reference. The foregoing
description of the Purchase Agreement does not purport to be
complete and is qualified in its entirety by reference to the
full text of the Purchase Agreement. The representations and
warranties in the Purchase Agreement were made as of a specified
date, may be subject to a contractual standard of materiality
different from what might be viewed as material to stockholders,
or may have been used for the purpose of allocating risk between
the parties. Accordingly, the representations and warranties in
the Purchase Agreement are not necessarily characterizations of
the actual state of facts about the CCP Entities or the Sellers
at the time they were made or otherwise and should only be read
in conjunction with the other information that the Company makes
publicly available in reports, statements and other documents
filed with the Securities and Exchange Commission.
Item 7.01. Regulation FD
Disclosure.
On April10, 2017, the Company issued a press release announcing
the execution of the Purchase Agreement. A copy of the press
release is furnished herewith as Exhibit99.1 and incorporated in
this Item7.01 by reference. Additional information regarding the
transactions contemplated by the Purchase Agreement can be found
on the Companys website under the Investors section at
www.carecapitalproperties.com/investors/. The information
on the Companys website is not incorporated by reference into
this Current Report on Form8-K.
Item 9.01. Exhibits.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Shell Company Transactions.
Not applicable.
(d) Exhibits:
|
Exhibit No. |
Description |
|
|
2.1 |
Purchase and Sale Agreement dated as of April10, 2017 |
|
|
99.1 |
Press release issued by the Company on April10, 2017. |
About CARE CAPITAL PROPERTIES, INC. (NYSE:CCP)
Care Capital Properties, Inc. is a self-administered, self-managed real estate investment trust with a diversified portfolio of skilled nursing facilities (SNFs) and other healthcare assets operated by private regional and local care providers. The Company leases its properties to unaffiliated tenants under long-term triple-net leases, pursuant to which the tenants are obligated to pay all property-related expenses, including maintenance, utilities, repairs and taxes. It also manages a small portfolio of secured and unsecured loans, made primarily to its SNF operators and other post-acute care providers. As of December 31, 2016, its portfolio consisted of 345 properties operated by 38 private regional and local care providers, spread across 36 states and containing a total of approximately 38,000 beds/units. It conducts all of its operations through its operating partnership, Care Capital Properties, LP, and its subsidiaries. CARE CAPITAL PROPERTIES, INC. (NYSE:CCP) Recent Trading Information
CARE CAPITAL PROPERTIES, INC. (NYSE:CCP) closed its last trading session down -0.38 at 27.70 with 1,093,077 shares trading hands.