COLUMBUS, Ohio--(BUSINESS WIRE)--
Washington Prime Group Inc. (NYSE: WPG) today announced that its majority owned operating partnership subsidiary, Washington Prime Group, L.P. (the “Operating Partnership”), has closed its previously announced underwritten public offering of $750 million principal amount of its 5.950% notes due 2024. The notes will mature on August 15, 2024 and will bear interest at a rate of 5.950% per annum, payable semi-annually in arrears on February 15 and August 15 of each year, commencing on February 15, 2018.
Lou Conforti, CEO and Director stated: “Since joining Washington Prime Group last year, my primary charter has been to strengthen the balance sheet and improve our operational infrastructure. These two objectives are symbiotic as we first had to prove up the stability of our cash flow in order to garner interest from fixed income investors.
“Our nearly two times oversubscribed notes offering evidences the stalwart efforts of my colleagues. During this volatile and often irrational retail environment, it is imperative we focus upon controlling those factors which are controllable and allow for enough cushion to withstand exogenous and industry shocks. Extending the duration of our capital structure was an important step in this regard.
“As we continue to optimize our assets into dynamic, hybrid town centers, I'd like to thank the high quality roster of credit investors who believe in what we are doing. Our promise to fixed and equity investors alike is that we will continue to grind it out and add value to our company.”
The Operating Partnership expects to use the net proceeds from the offering of approximately $730 million, after deducting the underwriting discount and other offering expenses payable by the Operating Partnership, to repay the outstanding indebtedness under its May 2014 term loan and reduce outstanding borrowings under its June 2015 term loan. The Company expects approximately $0.04 of additional dilution above the amount included in its original full year 2017 guidance for both net income and funds from operations related to the unsecured notes offering.
BofA Merrill Lynch, Goldman Sachs & Co. LLC, Jefferies LLC and U.S. Bancorp Investments, Inc. served as joint book-running managers for the offering.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any state or other jurisdiction.
The offering was made solely by means of a prospectus supplement and accompanying prospectus filed with the SEC. Investors may obtain these documents without charge from the SEC at www.sec.gov. A copy of the prospectus supplement and prospectus relating to the offering, when available, may be obtained by contacting BofA Merrill Lynch, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255, attention of Prospectus Department or email: [email protected]; Goldman Sachs & Co. LLC, 200 West Street, New York, NY 10282, attention of Prospectus Department or telephone: 866-471-2526 or facsimile: 212-902-9316 or email: [email protected]; Jefferies LLC, 520 Madison Avenue, 3rd Floor, New York, NY 10022, attention of High Grade Syndicate Desk or telephone: 877-877-0696; or U.S. Bancorp Investments, Inc., 214 North Tryon Street, 26th Floor, Charlotte, NC 28202, attention of High Grade Syndicate Desk or telephone: 877-558-2607.
About Washington Prime Group
Washington Prime Group Inc. is
a retail REIT and a recognized leader in the ownership, management,
acquisition and development of retail properties. The Company combines a
national real estate portfolio with an investment grade balance sheet,
leveraging its expertise across the entire shopping center sector to
increase cash flow through rigorous management of assets and provide new
opportunities to retailers looking for growth throughout the U.S. A
trademark application has been filed with the U.S. Patent and Trademark
Office for the name “Washington Prime Group”.
Forward-Looking Statements
This news release contains
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995 which represent the current
expectations and beliefs of management of Washington Prime Group Inc.
(“WPG”) concerning the proposed offering of the notes, the anticipated
consequences and benefits of the offering of the notes and the targeted
close date for the offering of the notes, and other future events and
their potential effects on WPG, including, but not limited to,
statements relating to anticipated financial and operating results,
WPG’s plans, objectives, expectations and intentions, cost savings and
other statements, including words such as “anticipate,” “believe,”
“confident,” “plan,” “estimate,” “expect,” “intend,” “will,” “should,”
“may,” and other similar expressions. Such statements are based upon the
current beliefs and expectations of WPG’s management, and involve known
and unknown risks, uncertainties, and other factors which may cause the
actual results, performance, or achievements of WPG to be materially
different from future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include,
without limitation: changes in asset quality and credit risk; ability to
sustain revenue and earnings growth; changes in political, economic or
market conditions generally and the real estate and capital markets
specifically; the impact of increased competition; the availability of
capital and financing; tenant or joint venture partner(s) bankruptcies;
the failure to increase enclosed retail store occupancy and same-store
operating income; risks associated with acquisitions, dispositions,
development, expansion, leasing and management of properties; changes in
market rental rates; trends in the retail industry; relationships with
anchor tenants; risks relating to joint venture properties; costs of
common area maintenance; competitive market forces; the level and
volatility of interest rates; the rate of revenue increases as compared
to expense increases; the financial stability of tenants within the
retail industry; the restrictions in current financing arrangements or
the failure to comply with such arrangements; the liquidity of real
estate investments; the impact of changes to tax legislation and WPG’s
tax positions; failure to qualify as a real estate investment trust; the
failure to refinance debt at favorable terms and conditions; loss of key
personnel; material changes in the dividend rates on securities or the
ability to pay dividends on common shares or other securities; possible
restrictions on the ability to operate or dispose of any partially-owned
properties; the failure to achieve earnings/funds from operations
targets or estimates; the failure to achieve projected returns or yields
on development and investment properties (including joint ventures);
expected gains on debt extinguishment; changes in generally accepted
accounting principles or interpretations thereof; terrorist activities
and international hostilities; the unfavorable resolution of legal or
regulatory proceedings; the impact of future acquisitions and
divestitures; assets that may be subject to impairment charges;
significant costs related to environmental issues; and other risks and
uncertainties, including those detailed from time to time in WPG’s
statements and periodic reports filed with the Securities and Exchange
Commission, including those described under “Risk Factors”. The
forward-looking statements in this communication are qualified by these
risk factors. Each statement speaks only as of the date of this press
release and WPG undertakes no obligation to update or revise any
forward-looking statements to reflect subsequent events or
circumstances. Actual results may differ materially from current
projections, expectations, and plans, if any. Investors, potential
investors and others should give careful consideration to these risks
and uncertainties.
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