Form: FWP

Filing under Securities Act Rules 163/433 of free writing prospectuses

June 30, 2016

FWP: Filing under Securities Act Rules 163/433 of free writing prospectuses

Published on June 30, 2016

 

Issuer Free Writing Prospectus, dated June 30, 2016
Filed Pursuant to Rule 433 under the Securities Act of 1933
Supplementing the Preliminary Prospectus Supplement
dated June 30, 2016
Registration Statement No. 333-208710

 

$700,000,000
Omega Healthcare Investors, Inc.
4.375% Senior Notes due 2023

 
Issuer: Omega Healthcare Investors, Inc.
     
Guarantees:

The notes will be fully and unconditionally guaranteed by the Company’s existing and future subsidiaries that guarantee indebtedness under the Company’s existing senior notes and the facilities under the Company’s credit agreements.

 

Title of Securities:

4.375% Senior Notes due 2023 

 

Aggregate Principal Amount:

$700,000,000

 

Trade Date:

June 30, 2016

 

Settlement Date:

July 12, 2016 (T + 7)

 

Final Maturity Date:

August 1, 2023

 

Issue Price to Public:

99.739% plus accrued interest, if any, from July 12, 2016 

 

Gross Proceeds to Issuer:

$698,173,000 

 

Coupon:

4.375% 

 

Yield to Maturity:

4.418% 

 

Spread to Treasury:

+312.5 basis points 

 

Benchmark Treasury:

UST 1.375% due June 30, 2023

 

Benchmark Treasury Yield:

1.293% 

 

Interest Payment Dates:

August 1 and February 1, commencing February 1, 2017

 

Record Dates:

July 15 and January 15

 

Optional Redemption:

Make-whole call @ T+50 bps

Par call on or after June 1, 2023

 

 

 

 

 

 

Joint Book-Running Managers:

J.P. Morgan Securities LLC

Merrill Lynch, Pierce, Fenner & Smith

Incorporated

Credit Agricole Securities (USA) Inc.

Stifel, Nicolaus and Company, Incorporated

 

Co-Managers:

Capital One Securities, Inc.

Morgan Stanley & Co. LLC

RBC Capital Markets, LLC

SunTrust Robinson Humphrey, Inc.

Wells Fargo Securities, LLC

Mitsubishi UFJ Securities (USA), Inc.

BB&T Capital Markets, a division of BB&T Securities, LLC

BBVA Securities Inc.

Regions Securities LLC

 

CUSIP/ISIN Numbers:

CUSIP: 681936 BJ8

ISIN: US681936BJ87

 

The issuer has filed a registration statement (including a preliminary prospectus supplement and a prospectus) with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the preliminary prospectus supplement and prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and prospectus if you request it by calling J.P. Morgan Securities LLC, collect at 212-834-4533, Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322 or Credit Agricole Securities (USA) Inc. at 1-866-807-6030.

 

 

ANY DISCLAIMERS OR OTHER NOTICES THAT MAY APPEAR BELOW ARE NOT APPLICABLE TO THIS COMMUNICATION AND SHOULD BE DISREGARDED. SUCH DISCLAIMERS OR OTHER NOTICES WERE AUTOMATICALLY GENERATED AS A RESULT OF THIS COMMUNICATION BEING SENT VIA BLOOMBERG OR ANOTHER EMAIL SYSTEM.

 

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