Sims Retail Sales Force Sells $42 Million of Taxable Bonds
Sims (“Sims”) successfully completed a $42 million private placement of taxable bonds (the “Bonds”) to accredited investors to refinance existing debt and preferred equity for a skilled nursing portfolio consisting of 29 communities located in Connecticut, Massachusetts and Rhode Island (the “Refinancing”).
Since 2010, Sims has completed 6 separate taxable bond issues for affiliates of Athena Health Care, one of the leading nursing home providers in New England. The proceeds of these financings had been used to make various subordinate debt and equity investments in various Athena communities. Because the portfolio had performed well, Athena approached Sims and indicated that it was seeking to refinance. Sims successfully implemented a plan to refinance the entire portfolio through the issuance of the Bonds.
Because the portfolio spanned a number of states and had a number of different senior lenders, it was impossible to simply do a blanket refinancing. On the other hand, for Athena to derive the maximum cost savings in the refinancing, it was necessary to somehow create some type of support among the various communities.
Sims created and executed a finance plan that included the creation of a new issuer that used the proceeds of the new Bonds to “purchase and modify” all of the existing outstanding debt and equity. Because those existing investments were simply purchased, this action did not trigger change of ownership or other regulatory reviews. Also, since the existing investments stayed in place, for the most part there was no need for senior lender approval. In order to create some type of “cross support”, Sims arranged for the equity holders of all of the communities in the portfolio to pledge their shares of distributable cash flow to support the new Bonds.
Sims was able to arrange financing under one issuer that lowered the cost of capital for Athena through significant debt service savings as well as a reduction in guarantee and reserves. Also, this structure allowed for modifications to the existing debt and equity that:
- Significantly reduced the interest costs for Athena;
- Provided Athena with an even principal payment schedule;
- Provided purchasers of the Bonds with a diversified portfolio as security;
- Did not create any regulatory issues; and
- Satisfied senior lender requirements.
The expertise and creativity of Sims’ bankers, along with the flexibility and industry knowledge of its retail investors resulted in a unique solution for a valued client. Developing a customized capital solution for Athena is just the latest example of Sims using its extensive client base, creativity and expertise to help clients meet their financial objectives. Sims excels in filling the niches that allow owners/operators to complete complex transactions through creative advice and execution.