Healthpeak Properties closed today on its previously announced merger with Physicians Realty Trust, as expected, the Denver-based real estate investment trust announced this morning.
The all-stock deal had been valued at approximately $21 billion.
The REIT’s portfolio includes 15 continuing care retirement communities in Washington, DC (1), and five states: Alabama (1), Florida (9), Michigan (1), Pennsylvania (2) and Texas (1). Life Care Services operates 13 of the CCRCs, and Sunrise Senior Living operates two of them. CCRCs/senior housing represents eight percent of the combined REIT’s tenant base, according to a presentation posted on the Healthpeak website. The portfolio also includes life sciences properties and medical office buildings.
The combined company will operate under the name Healthpeak Properties and is expected to begin trading under the ticker symbol DOC at the open of trading on the New York Stock Exchange on Monday. The headquarters of the combined company will be in Denver, and other existing offices will be maintained. Physicians Realty Trust’s headquarters was in Milwaukee.
“We believe this transaction augments our earnings, balance sheet and platform,” Healthpeak President and CEO Scott Brinker said in a statement. “Our integration efforts are progressing ahead of schedule with property management internalized in four markets to date, with an additional five markets scheduled by the end of the second quarter. We expect to generate merger-related synergies of $40 million during 2024 with potential for $20 million or more of additional synergies by year-end 2025.”
In connection with the completion of the merger, the Healthpeak Board of Directors expanded from eight to 13 directors with the addition of five new directors that previously served on the Physicians Realty Trust board. John Thomas will serve as vice chair of the Healthpeak board. Other new members include Ava Lias-Booker, Pamela Kessler, Gov. Tommy Thompson and Richard Weiss.
The companies’ respective stockholders and shareholders had voted to approve the merger Feb. 21. Healthpeak first publicly announced its plans to merge with Physicians Realty Trust in October, with executives calling it the joining of the two companies rather than a case of one company acquiring the other.
For Healthpeak, Barclays and Morgan Stanley & Co. served as lead financial advisers. J.P. Morgan Securities, Mizuho Securities USA, RBC Capital Markets and Wells Fargo were additional financial advisers. Latham & Watkins LLP was legal adviser.
For Physicians Realty Trust, BofA Securities and KeyBanc Capital Markets acted as lead financial advisers, BMO Capital Markets Corp. was financial adviser and Baker McKenzie was legal adviser.
Also today, Healthpeak entered into a new $750 million, five-year unsecured term loan. Proceeds from the term loan were used to repay $210 million of Physicians Realty Trust’s private placement notes and also will be used for general corporate purposes, including transaction costs and repayment of borrowings under Healthpeak’s commercial paper program. Healthpeak said it has entered into swap agreements to fix the interest rate of the new term loan at approximately 4.5% for the full 5-year term of the loan.
