DENVER— DaVita Inc. announced that it intends to offer, subject to market and other conditions, $1 billion principal amount of senior notes due 2022 (the “Senior Notes”).
DaVita intends to use the net proceeds from the offering, together with proceeds from its anticipated amended senior secured credit facilities and available cash, to finance the aggregate cash consideration for the acquisition of HealthCare Partners Holdings, LLC (the “HCP Transaction”) and to pay related fees and expenses upon closing of the HCP Transaction.
Substantially simultaneously with the closing of the HCP Transaction, DaVita intends to use the proceeds from additional borrowings under its amended senior secured credit facilities and available cash to repay $198.5 million of the Term Loan A-2 outstanding under the Company’s existing senior secured credit agreement, to repay HCP’s existing indebtedness, and to pay related fees and expenses.
If the HCP Transaction is not consummated on or prior to November 30, 2012 (subject to the Company’s right to extend under certain circumstances) or the Merger Agreement related to the HCP Transaction is terminated before that date, DaVita will be required to redeem all of the Senior Notes.
The Senior Notes are being offered pursuant to an effective registration statement filed with the Securities and Exchange Commission. J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Merrill Lynch, Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., Morgan Stanley & Co. LLC, SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC are acting as joint book-running managers for the offering. Credit Agricole Securities (USA) Inc., Mitsubishi UFJ Securities (USA), Inc., Scotia Capital (USA) Inc., and SMBC Nikko Capital Markets Limited are acting as co-managers for the offering.