EPR Properties (NYSE:EPR) Files An 8-K Regulation FD DisclosureItem 7.01.
On November20, 2017, EPR Properties (the “Company”) will file with the Securities and Exchange Commission (the “SEC”) a preliminary prospectus supplement in connection with a proposed underwritten public offering of its Series G cumulative redeemable preferred shares of beneficial interest, par value $0.01 per share (the “Series G Preferred Shares”). The offering is being made to a prospectus supplement and an accompanying prospectus filed as part of an effective “shelf” registration statement filed with the SEC on Form S-3.
The preliminary prospectus supplement includes a discussion of the Company’s recent developments and the proposed use of proceeds of the offering as described below.
Recent Developments
Investments
As of November17, 2017, the Company’s investment spending in its operating segments since September30, 2017 totaled approximately $59.9million, and included investments in three of its four reportable operating segments.
| • | Entertainment—investment spending since September30, 2017 totaled approximately $22.4million, and related to spending on build-to-suit development and redevelopment of megaplex theatres, entertainment retail centers and family entertainment centers. |
| • | Education—investment spending since September30, 2017 totaled approximately $9.9million, and related to spending on build-to-suit development and redevelopment of public charter schools, early education centers and private schools. |
| • | Recreation—investment spending since September30, 2017 totaled approximately $27.6million, and related to spending on build-to-suit development of golf entertainment complexes and a waterpark, redevelopment of ski areas, as well as $10.8million for the acquisition of one other recreation facility. |
Use of Proceeds
The preliminary prospectus supplement also discloses that the Company intends to use the net proceeds from the offering, in addition to cash on hand if necessary, to redeem all of its outstanding 6.625% Series F preferred shares at an aggregate redemption price equal to the sum of the aggregate liquidation preference of $125.0million, plus all accrued and unpaid dividends on the Series F preferred shares, up to, but not including, the redemption date. If the net proceeds from the offering exceed the aggregate redemption price plus costs and expenses associated with the redemption, the Company intends to use any remaining net proceeds from the offering for general business purposes, which may include funding its ongoing pipeline of acquisition andbuild-to-suitprojects. Pending application of any portion of the net proceeds from the offering, the Company intends to use the net proceeds to reduce the outstanding principal balance of its unsecured revolving credit facility (which had an outstanding balance of approximately $230.0million at November17, 2017).
CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
THIS REPORT CONTAINS STATEMENTS WHICH CONSTITUTE FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND OTHER FEDERAL SECURITIES LAWS, INCLUDING WITH RESPECT TO THE COMPANY’S PLANNED ISSUANCE OF THE SERIES G PREFERRED SHARES AND ITS INTENDED USE OF PROCEEDS FROM THE SALE THEREOF. THESE FORWARD-LOOKING STATEMENTS ARE BASED UPON THE COMPANY’S PRESENT INTENT, BELIEFS OR EXPECTATIONS, BUT FORWARD-LOOKING STATEMENTS ARE NOT GUARANTEED TO OCCUR AND MAY NOT OCCUR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTAINED IN OR IMPLIED BY THE COMPANY’S FORWARD-LOOKING STATEMENTS AS A RESULT OF VARIOUS FACTORS. YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD-LOOKING STATEMENTS.
The information in this Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of any offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The information in this Current Report on Form 8-K
shall not constitute a notice of redemption of the 6.625% Series F preferred shares.
About EPR Properties (NYSE:EPR)
EPR Properties (EPR) is a self-administered real estate investment trust (REIT). The Company’s investment portfolio includes entertainment, education and recreation properties. The Company operates in four segments: Entertainment, Education, Recreation and Other. The Company’s Entertainment segment consists of investments in megaplex theatres, entertainment retail centers, family entertainment centers and other retail parcels. The Company’s Education segment consists of investments in public charter schools, early education centers and K-12 private schools. The Company’s Recreation segment consists of investments in metro ski parks, resorts, waterparks and golf entertainment complexes. The Company’s other segment consists of construction in progress and land held for development of the casino, golf course, entertainment village and infrastructure related to the Adelaar casino and resort project in Sullivan County, New York.
