Form: FWP

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

March 28, 2017

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

Published on March 28, 2017

 

Issuer Free Writing Prospectus, dated March 28, 2017
Filed Pursuant to Rule 433 under the Securities Act of 1933
Supplementing the Preliminary Prospectus Supplement
dated March 28, 2017
Registration Statement No. 333-208710

Omega Healthcare Investors, Inc.
$550,000,000

4.750% Senior Notes due 2028

$150,000,000

4.500% Senior Notes due 2025

March 28, 2017

 

  2028 Notes   2025 Notes
         
Issuer:        Omega Healthcare Investors, Inc.        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.  

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:   4.750% Senior Notes due 2028   4.500% Senior Notes due 2025
         
Aggregate Principal Amount:   $550,000,000  

$150,000,000

 

The 4.50% Senior Notes due 2025 will be part of the same series of notes as the $250,000,000 principal amount of 4.50% Senior Notes due 2025 offered and sold by the prospectus dated June 17, 2015.

         
Trade Date:   March 28, 2017   March 28, 2017
         
Settlement Date:  

April 4, 2017 (T + 5)

 

 

April 4, 2017 (T + 5)

 

Final Maturity Date:   January 15, 2028   January 15, 2025
         
Issue Price to Public:   98.978% plus accrued interest, if any, from April 4, 2017  

99.540% plus accrued interest from January 15, 2017

 

 

 

 

Gross Proceeds to Issuer
(excludes accrued interest):
       $544,379,000        $149,310,000
         
Coupon:   4.750%   4.500%
         
Yield to Maturity:   4.87%   4.57%
         
Spread to Treasury:   +245 basis points   +215 basis points
         
Benchmark Treasury:  

UST 2.250% due February 15, 2027

  UST 2.250% due February 15, 2027
         
Benchmark Treasury Yield:   2.420%   2.420%
         
Interest Payment Dates:   January 15 and July 15, commencing January 15, 2018  

January 15 and July 15, commencing July 15, 2017

         
Record Dates:   January 1 and July 1   January 1 and July 1
         
Optional Redemption:  

Make-whole call @ T+40 bps

Par call on or after October 15, 2027

 

Make-whole call @ T+35 bps

Par call on or after October 15, 2024

         
Joint Book-Running Managers:  

J.P. Morgan Securities LLC Credit Agricole Securities (USA) Inc.

Merrill Lynch, Pierce, Fenner & Smith Incorporated

Stifel, Nicolaus and Company, Incorporated

 

J.P. Morgan Securities LLC

Credit Agricole Securities (USA) Inc.

Merrill Lynch, Pierce, Fenner & Smith Incorporated

Stifel, Nicolaus and Company, Incorporated

         
Senior Co-Managers:  

Capital One Securities, Inc.

RBC Capital Markets, LLC

SunTrust Robinson Humphrey, Inc.

Wells Fargo Securities, LLC

Morgan Stanley & Co. LLC

MUFG Securities Americas Inc.

 

Capital One Securities, Inc.

RBC Capital Markets, LLC

SunTrust Robinson Humphrey, Inc.

Wells Fargo Securities, LLC

Morgan Stanley & Co. LLC

MUFG Securities Americas Inc.

         
Co-Managers:  

BBVA Securities Inc.

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

Regions Securities LLC

SMBC Nikko Securities America, Inc.

Synovus Securities, Inc.

 

BBVA Securities Inc.

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

Regions Securities LLC

SMBC Nikko Securities America, Inc.

Synovus Securities, Inc.

 

 

 

 

CUSIP/ISIN Numbers:       

CUSIP: 681936BK5

ISIN: US681936BK50

      

CUSIP: 681936BD1

ISIN: US681936BD18

 

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 get 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, Credit Agricole Securities (USA) Inc. at (866) 807-6030, Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322, or Stifel, Nicolaus and Company, Incorporated at (800) 966-1559.