DENVER, Jan. 28, 2021 /PRNewswire/ — Healthpeak Properties, Inc. (NYSE: PEAK) (the “Offeror”) today announced the results of its previously announced offers (the “Offers”) to purchase for cash any and all of its outstanding $300 million aggregate principal amount of 4.250% Senior Notes due 2023 (the “2023 Notes”), $350 million aggregate principal amount of 4.200% Senior Notes due 2024 (the “4.200% 2024 Notes”) and $800 million aggregate principal amount of 3.875% Senior Notes due 2024 (the “3.875% 2024 Notes,” and together with the 2023 Notes and the 4.200% 2024 Notes, the “Securities”) from each registered holder of the Securities (the “Holders”), which expired as of 5:00 p.m., New York City time, on January 27, 2021 (the “Expiration Time”). The Offers were made pursuant to an Offer to Purchase, dated January 21, 2021 (the “Offer to Purchase”), and the related notice of guaranteed delivery for the Offers (together with the Offer to Purchase, the “Offer Documents”), which set forth the terms and conditions of the Offers.

As of the Expiration Time, according to information provided by Global Bondholder Services Corporation, the information agent and the tender agent for the Offers, a total of $111,936,000 aggregate principal amount of the 2023 Notes, $200,848,000 aggregate principal amount of the 4.200% 2024 Notes and $469,124,000 aggregate principal amount of the 3.875% 2024 Notes had been validly tendered and not validly withdrawn in the Offers, not including $1,205,000 aggregate principal amount of the 2023 Notes, $1,702,000 aggregate principal amount of the 4.200% 2024 Notes and $659,000 aggregate principal amount of the 3.875% 2024 Notes that have been validly tendered pursuant to the guaranteed delivery procedures described in the Offer Documents, which remain subject to the holders' performance of the delivery requirements under such procedures. The Offeror will accept for purchase all of the Securities that were validly tendered and not validly withdrawn and will pay the applicable Purchase Price (as defined below), plus accrued and unpaid interest from the most recent interest payment date to, but excluding, the Settlement Date (as defined below).

In accordance with the terms of the Offers, the Offeror will pay the applicable purchase price (the “Purchase Price”) for the Securities on January 28, 2021 (the “Settlement Date”). The Purchase Price to be paid for the 2023 Notes is $1,097.39, for the 4.200% 2024 Notes is $1,106.85 and for the 3.875% 2024 Notes is $1,112.20 for each $1000 principal amount of the respective Securities, in each case, plus accrued and unpaid interest on such Securities, if any, from the most recent interest payment date to, but excluding, the Settlement Date. With respect to Securities accepted for purchase that were tendered and are subsequently delivered in accordance with the guaranteed delivery procedures described in the Offer Documents, such tendering Holders will receive payment of the Purchase Price for such accepted Securities on February 1, 2021, plus accrued and unpaid interest thereon, if any, from the most recent interest payment date to, but excluding, the Settlement Date.

The Offeror expects to use the net cash proceeds from closed senior housing dispositions to pay the Purchase Price, plus accrued interest to, but excluding, the Settlement Date, for all Securities that the Offeror purchases pursuant to the Offers.

The Offeror expects to redeem any Securities that remain outstanding after the consummation of the Offers in accordance with the terms and conditions set forth in the applicable Indenture governing such Securities. However, the Offeror is not obligated to, and may choose not to, exercise its right to redeem any Securities.

The Offeror has retained Credit Suisse Securities (USA) LLC and Credit Agricole Securities (USA) Inc. to act as the dealer managers for the Offers. Requests for documents may be directed to Global Bondholder Services Corporation free of charge, by calling toll-free at (866) 470-4500 (bankers and brokers can call collect at (212) 430-3774).  Questions regarding the Offers may be directed to Credit Suisse Securities (USA) LLC toll free at (800) 820-1653 or collect at (212) 325-6340 or Credit Agricole Securities (USA) Inc. toll free at (866) 807-6030 or collect at (212) 261-7802.

Copies of the Offer Documents and the other relevant notices and documents are available at Global Bondholder Services Corporation's website at http://www.gbsc-usa.com/healthpeak/.

This press release is for informational purposes only and does not constitute an offer to purchase nor the solicitation of an offer to sell any Securities, or a notice of redemption under any of the Indentures governing the Securities.  The Offers are being made only pursuant to the Offer Documents.  The Offers are not being made to holders of Securities in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.  None of the Offeror, the Dealer Managers, the Information Agent, the Tender Agent, the Trustee or any of their respective affiliates makes any recommendation in connection with the Offers.  Please refer to the Offer to Purchase for a description of terms, conditions, disclaimers and other information applicable to the Offers.

About Healthpeak                                                                 

Healthpeak Properties, Inc. is a fully integrated real estate investment trust (REIT) and S&P 500 company. Healthpeak owns and develops high-quality real estate in the three private-pay healthcare asset classes of Life Science, Senior Housing and Medical Office, designed to provide stability through the inevitable industry cycles.  At Healthpeak, we pair our deep understanding of the healthcare real estate market with a strong vision for long-term growth.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws and regulations. These forward-looking statements are identified by their use of terms and phrases such as “believe,” “expect,” “intend,” “project,” “anticipate,” “position,” and other similar terms and phrases, including references to assumptions and forecasts of future results.  Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors which may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made. These risks and uncertainties include, but are not limited to, Healthpeak's ability to complete the Offers and reduce its outstanding debt within expected time-frames or at all, and other risks and uncertainties described in the Offer to Purchase and in its Securities and Exchange Commission filings.  Although Healthpeak believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, Healthpeak can give no assurance that the expectations will be attained or that any deviation will not be material.  All information in this release is as of the date of this release, and Healthpeak undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in its expectations, except as required by law.

Contact

Barbat Rodgers
Senior Director – Investor Relations
(949) 407-0400

 

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SOURCE Healthpeak Properties, Inc.

NEW YORK, Jan. 28, 2021 /PRNewswire/ — InvestorsObserver issues critical PriceWatch Alerts for SNDL, AAL, GME, VIR, and CCL.

To see how InvestorsObserver's proprietary scoring system rates these stocks, view the InvestorsObserver's PriceWatch Alert by selecting the corresponding link.

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InvestorsObserver's PriceWatch Alerts are based on our proprietary scoring methodology. Each stock is evaluated based on short-term technical, long-term technical and fundamental factors. Each of those scores is then combined into an overall score that determines a stock's overall suitability for investment.

 

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SOURCE InvestorsObserver

FLORENCE, S.C., Jan. 28, 2021 /PRNewswire/ — First Reliance Bancshares, Inc. (OTC:FSRL), the holding company for First Reliance Bank (collectively, “First Reliance” or the “Company”), today announced its financial results for the fourth quarter of 2020.

Fourth Quarter and Year Ended 2020 Highlights

• Net income for the fourth quarter of 2020 was $1.4 million, or $0.17 per diluted share, compared to $0.6 million, or $0.07 per diluted share, for the fourth quarter of 2019, representing an increase of 131.9%.  Net income for the year ended December 31, 2020 was $10.6 million, or $1.32 per diluted share, compared to $4.1 million, or $0.51 per diluted share, for the year ended December 31, 2019, representing an increase of 159.6%.
• Pre-tax, pre-provision earnings for the fourth quarter of 2020 were $2.2 million, up $0.9 million, or 72.3%, from the same period in 2019.  Pre-tax, pre-provision earnings for the year ended December 31, 2020 were $16.8 million, up $10.5 million, or 165.6%, from the same period in 2019.
• Mortgage volume remained near record levels and resulted in mortgage income (net of mortgage servicing rights amortization and valuation adjustment) of $5.0 million during the fourth quarter of 2020, an increase of $4.3 million, or 647.2%, from the fourth quarter of 2019.
• Mortgage servicing rights were $12.0 million at December 31, 2020, representing a value of 0.96% of total mortgage loans being serviced, compared to $11.0 million at December 31, 2019, representing a value of 1.15% of total mortgage loans being serviced.
• Asset quality remained strong, with non-performing assets as a percentage of total assets decreasing to 0.21% at December 31, 2020 compared to 0.28% at December 31, 2019.
• Cost of funds for the fourth quarter of 2020 decreased to 0.60% from 0.71% on a linked quarter basis and from 1.33% for the same period in 2019. 
• The Company paid off $55.0 million in Federal Home Loan Bank advances at the end of December 2020, resulting in prepayment penalties of $0.3 million.  These advances had a weighted average interest rate of 0.86% and a weighted average remaining life of 1.7 years.  The advances and the associated cash balances negatively impacted net interest margin by approximately 34 basis points for the fourth quarter of 2020.
• The Company elected to forego development of a previously planned branch location in Forest Acres, SC and wrote off $0.5 million in capitalized assets associated with the site during the fourth quarter.

“We are pleased to report that First Reliance closed out a record-setting year with another strong quarter and ended with net income of $10.6 million, or $1.32 per diluted common share, for the year, which represents the best year in the Company's 21-year history.  While this year has presented many challenges, we believe our resilience and our commitment to superior customer service positions the Company for continued growth in our markets,” Rick Saunders, Chief Executive Officer, said.  “I would like to thank all of our team members, especially those on the frontlines, for their tireless work in meeting the needs of our customers and for their commitment to our core values during this challenging and tumultuous time.”

Mr. Saunders continued, “Given the strong performance and income during the year, the Company has taken the opportunity to fortify our balance sheet, as reflected by increased capital, liquidity, and loan loss reserve levels at the end of the year.  We have been intentional about our current balance sheet mix, which provides protection from the potential economic fallout from COVID-19 while also positioning us to deploy cash strategically as those risks begin to subside.  With additional economic stimulus as well as positive developments in vaccine efficacy, we intend to begin executing our strategy of funding high-quality interest-earning assets in the coming quarters.  We will also continue to focus on countering the potential negative implications of COVID-19 by diversifying our revenue streams, growing our core deposit base, and eliminating unnecessary expenses.”

Mr. Saunders concluded, “While this year has been challenging, it has also brought about immense positive change to our organization.  We've focused on bringing in highly qualified personnel across all areas of the Company, including executive management, lending and retail, finance, operations, and information technology.  We believe this team positions us to take on the inevitable challenges ahead and to create a very bright future for our organization.”

COVID-19 Update

The fourth quarter brought about significant new developments in the fight against COVID-19.  Positive trends in vaccine efficacy as well as additional economic stimulus provides defense against the worst economic outcomes from the pandemic.  The Company has already begun taking applications for the second round of Paycheck Protection Program (PPP) loans and we stand ready to continue providing assistance to our customers.  Our branch locations are back open to better serve our customers and we've taken the necessary precautions to ensure the safety of those customers as well as our team members.  As of December 31, 2020, total loan deferrals had fallen to $7.1 million on four loans, all on their second deferral, totaling 1.5% of total loans receivable. 

 

 

Net income for the three months ended December 31, 2020 was $1.4 million, or $0.17 per diluted common share, compared to $0.6 million, or $0.07 per diluted common share, for the three months ended December 31, 2019.  Net income for the twelve months ended December 31, 2020 totaled $10.6 million, or $1.32 per diluted common share, compared to $4.1 million, or $0.51 per diluted common share for the nine months ended December 31, 2019.

Noninterest income for the three months ended December 31, 2020 was $5.2 million, a $3.4 million increase from $1.8 million for the same period in 2019.  Noninterest income is largely driven by the Company's mortgage banking division, which produced income of $5.0 million on $172 million in mortgage volume during the three months ended December 31, 2020.  That represents an increase of $4.3 million in income from the same period in 2019.  Noninterest income for the three months ended December 31, 2020 was also affected by the Company's decision to pay off Federal Home Loan Bank advances and dispose of previously capitalized assets related to a planned branch site, resulting in one-time losses of $0.3 million and $0.5 million, respectively.

Noninterest expense increased by $2.4 million or 39.2%, for the three months ended December 31, 2020 compared to the same period in 2019.  The increase in noninterest expense is largely driven by an increase of $1.6 million in compensation and benefits.  The increase in compensation and benefits is driven by an increase in mortgage incentives as well as the addition of personnel throughout the year.

 

Net interest income decreased $40 thousand, or 0.7%, to $5.7 million for the three months ended December 31, 2020 compared to the three months ended December 31, 2019.  The minimal change in net interest income over the period was caused by a decrease in both the yield on interest-earning assets and the cost of interest-bearing liabilities.   Yield on interest-earning assets decreased to 3.71% for the three months ended December 31, 2020 from 4.96% for three months ended December 31, 2019.  The decrease was mainly driven by a change in balance sheet mix, which was strategically positioned to be cash-heavy during the quarter.  Yield was also negatively affected to a lesser degree by decreases in the federal funds target rate.  The Company continues to reduce its cost of funds, which decreased to 0.60% for the three months ended December 31, 2020 from 1.33% for the same period in 2019.  Transaction deposits increased by $76.5 million, to $294.3 million at December 31, 2020 from $217.8 million at December 31, 2019 and were aided in part by deposit growth as a result of participating in the PPP. 

Net interest income increased $2.4 million, or 10.8%, to $24.3 million for the twelve months ended December 31, 2020 compared to $21.9 for the twelve months ended December 31, 2019.  The increase is mainly driven by lower cost of funds, which decreased to 0.80% for the twelve months ended December 31, 2020 compared to 1.41% for the twelve months ended December 31, 2019.

 

 

Our asset quality continued to be strong through December 31, 2020, with nonperforming assets decreasing to $1.5 million at December 31, 2020 from $1.8 million at December 31, 2019.  The ratio of nonperforming assets to total assets declined to 0.21% at December 31, 2020, a decrease of 7 basis points compared to December 31, 2019.  Other real estate owned and repossessed assets remain nominal.  The allowance for loan losses as a percentage of total loans receivable increased to 1.29% at December 31, 2020, compared to 0.74% at December 31, 2019, primarily due to provisioning associated with the potential economic impact of the COVID-19 pandemic. The Company had net recoveries of $102 thousand for the three months ended December 31, 2020 compared to net charge-offs of $174 thousand for the three months ended December 31, 2019. “While we have not seen increased delinquencies and do not anticipate a significant impact to our asset quality, we believe it is prudent to reflect the COVID-19 pandemic in our allowance models.  During Q4 2020, we made provisions for loan losses totaling $0.4 million, which brings our total provisions for 2020 to $2.9 million, an increase of $1.9 million compared to 2019.  We are actively performing stress tests on our loan portfolio, monitoring the political and regulatory landscape, and monitoring COVID-19 hotspots and the impact it may have on the markets we serve.  The Company has minimal exposure to those industries that may have an elevated exposure to COVID-19,” said Mr. Saunders.  

 

 

ABOUT FIRST RELIANCE

Founded in 1999, First Reliance Bancshares, Inc. (OTC: FSRL.OB), is based in Florence, South Carolina and has assets of approximately $710 million.  The Company employs more than 170 professionals and has locations throughout South Carolina and central North Carolina.  First Reliance has redefined community banking with a commitment to making customers lives better, its founding principle.  Customers of the company have given it a 93% customer satisfaction rating well above the bank industry average of 81%.  First Reliance is also one of three companies throughout South Carolina to receive the Best Places To Work in South Carolina award all 15 years since the program began.  We believe that this recognition confirms that our associates are engaged and committed to our brand and the communities we serve.  In addition to offering a full range of personalized community banking products and services for individuals, small businesses, and corporations, First Reliance offers two unique community-customers programs, which include:  Hometown Heroes, a package of benefits for those serving our communities and Check N Save, an outreach program for the unbanked or under-banked.  We also offer a full suite of digital banking services, a Customer Service Guaranty, a Mortgage Service Guaranty, and are open on most traditional holidays.

FORWARD-LOOKING STATEMENTS

Certain statements in this news release contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future plans and expectations, and are thus prospective.  Such forward-looking statements include, but are not limited to, statements with respect to our plans, objectives, expectations and intentions and other statements that are not historical facts, and other statements identified by words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “targets,” and “projects,” as well as similar expressions.  Such statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements.  Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate.  Therefore, we can give no assurance that the results contemplated in the forward-looking statements will be realized.  The inclusion of this forward-looking information should not be construed as a representation by the Company or any person that the future events, plans, or expectations contemplated by the Company will be achieved.

The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:  (1) competitive pressures among depository and other financial institutions may increase significantly and have an effect on pricing, spending, third-party relationships and revenues; (2) the strength of the United States economy in general and the strength of the local economies in which we conduct operations may be different than expected resulting in, among other things, a deterioration in the credit quality or a reduced demand for credit, including the resultant effect on the Company's loan portfolio and allowance for loan losses; (3) the rate of delinquencies and amounts of charge-offs, the level of allowance for loan loss, the rates of loan growth, or adverse changes in asset quality in our loan portfolio, which may result in increased credit risk-related losses and expenses; (4) the risk that the preliminary financial information reported herein and our current preliminary analysis will be different when our review is finalized; (5) changes in the U.S. legal and regulatory framework including, but not limited to, the Dodd-Frank Act and regulations adopted thereunder; (6) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) could have a negative impact on the Company, including the value of its MSR asset; (7) the business related to acquisitions may not be integrated successfully or such integration may take longer to accomplish than expected; (8) the expected cost savings and any revenue synergies from acquisitions may not be fully realized within expected timeframes; and (9) disruption from acquisitions may make it more difficult to maintain relationships with clients, associates or suppliers.  Moreover, a trade war or other governmental action related to tariffs or international trade agreements or policies, as well as Covid-19 or other potential epidemics or pandemics, have the potential to negatively impact ours and/or our customers' costs, demand for our customers' products, and/or the U.S. economy or certain sectors thereof and, thus, adversely affect our business, financial condition, and results of operations.  All subsequent written and oral forward-looking statements concerning the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above.  We do not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.

Contact:
Robert Haile
SEVP & Chief Financial Officer
(843) 656-5000
[email protected]

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SOURCE First Reliance Bancshares, Inc.