Goodwin advised Medical Properties Trust, Inc. (NYSE: MPW), a public healthcare REIT, in its financing and related investments relating to MPT’s acquisition of a portfolio of nine acute care hospitals operated by Steward Health Care System LLC, the largest community-based health care system in New England. Steward is majority-owned by affiliates of Cerberus Capital Management.
The transactions, valued at $1.25 billion total, consisted of MPT’s purchase of the real estate assets of five Steward hospitals, mortgage loans made by MPT secured by the real estate of four other Steward hospitals, and a preferred equity investment by MPT in the Steward operating company. MPT financed its investments by successfully completing a massive $833 million follow-on equity offering (led by BAML and Barclays) and a $150 million contemporaneous private placement investment in MPT shares by Cerberus. The public equity offering, done on an overnight marketed basis, was MPT’s largest offering to date and was upsized by nearly 50% at pricing, the largest gross dollar upsize for a REIT in over five years. The offering was also the largest public offering by a healthcare REIT in over 18 months.
Goodwin represented MPT in connection with MPT’s preferred equity investment in Steward, MPT’s public equity offering and the private placement investment by Cerberus in MPT shares.
Medical Properties Trust is a Birmingham, Alabama-based self-advised real estate investment trust formed to capitalize on the changing trends in healthcare delivery by acquiring and developing net-leased healthcare facilities. MPT’s financing model allows hospitals and other healthcare facilities to unlock the value of their underlying real estate in order to fund facility improvements, technology upgrades, staff additions and new construction. The Steward transactions bring MPT's gross assets to approximately $7 billion, with a portfolio of 248 facilities and approximately 27,000 beds among them.
Steward Health Care System, headquartered in Boston, Massachusetts, is a community-based health care organization with 3,000 physicians, 10 hospital campuses and 24 affiliated urgent care provider locations.
In 2015, Goodwin advised Medical Properties Trust on a series of financing transactions totaling $1.5 billion.
The Goodwin team representing Medical Properties Trust was led by partner Yoel Kranz (Real Estate Industry) with assistance from partner Ettore Santucci (Real Estate Industry), partner Stuart Rosenthal (Private Equity), partner Edward Glazer (Tax), counsel Audrey Leigh (Real Estate Industry) and associates Chloe Pletner and Chi Pan.
For more information on the transaction, please view Medical Properties Trust’s press release.