NEWTON, Mass.--(BUSINESS WIRE)--Service Properties Trust (Nasdaq: SVC) today announced that it has priced $1.0 billion aggregate principal amount of 8.625% senior secured notes due 2031. The closing is expected to occur on November 16, 2023, subject to the satisfaction of customary closing conditions. The new notes are guaranteed by certain of SVC’s subsidiaries and secured by first-priority liens on the equity interests of subsidiaries that own and lease 70 of its travel center properties to TravelCenters of America Inc. pursuant to two master leases (which SVC refers to as its TA Lease No. 3 and TA Lease No. 4). The aggregate annual minimum rent under the two leases is approximately $91.0 million. The net proceeds from this transaction, after initial purchaser discounts and offering costs, are expected to be approximately $965.0 million and will be used for the repayment of outstanding debt.
SVC also announced the early redemption of its outstanding 4.650% Senior Notes due March 2024 at a redemption price equal to the principal amount of $350.0 million and its outstanding 4.350% Senior Notes due October 2024 at a redemption price equal to the principal amount of $825.0 million, plus, in each case, accrued and unpaid interest to but excluding the dates of redemption. The redemption date for each series will be December 9, 2023. SVC currently expects to fund these redemptions with the net proceeds from the secured senior notes offering and cash on hand.
The new notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act or any applicable state securities laws. The new notes will be offered only to persons reasonably believed to be qualified institutional buyers under Rule 144A under the Securities Act and outside the United States in compliance with Regulation S under the Securities Act.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Service Properties Trust
Service Properties Trust (Nasdaq: SVC) is a real estate investment trust, or REIT, with over $11 billion invested in two asset categories: hotels and service-focused retail net lease properties. As of September 30, 2023, SVC owned 221 hotels with over 37,000 guest rooms throughout the United States and in Puerto Rico and Canada, the majority of which are extended stay and select service. As of September 30, 2023, SVC also owned 761 retail service-focused net lease properties totaling approximately 13.4 million square feet throughout the United States. SVC is managed by The RMR Group (Nasdaq: RMR), a leading U.S. alternative asset management company with approximately $36 billion in assets under management as of September 30, 2023, and more than 35 years of institutional experience in buying, selling, financing and operating commercial real estate. SVC is headquartered in Newton, MA. For more information, visit www.svcreit.com.
WARNING CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains statements, including our statements about the expected settlement date of the offering of the new notes and the use of proceeds therefrom, that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Also, whenever SVC uses words such as “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate”, “will”, “may” and negatives or derivatives of these or similar expressions, SVC is making forward-looking statements. These forward-looking statements are based upon SVC’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. The settlement of the offering is subject to various customary conditions and contingencies. If these conditions are not satisfied or the specified contingencies do not occur, this offering may not close. Further, SVC’s ’s current intentions with respect to the use of the net proceeds from the offering to partially fund the redemption of outstanding notes is dependent on the closing of the offering and may not occur. Actual results may differ materially from those contained in or implied by SVC’s forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond SVC’s control.
The information contained in SVC’s filings with the SEC, including under the caption “Risk Factors” in SVC’s periodic reports, or incorporated therein, identifies other important factors that could cause differences from SVC’s forward-looking statements. SVC’s filings with the SEC are available on the SEC’s website at www.sec.gov.
You should not place undue reliance upon forward-looking statements.
Except as required by law, SVC does not intend to update or change any forward-looking statements as a result of new information, future events or otherwise.
A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq.
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.