JWCA acts as financial advisor to Brookdale Senior Living on its $369 million convertible exchange and new issuance

september 2024 | read press release

Transaction Background

Brookdale Senior Living (“Brookdale” or the “Company”) engaged J. Wood Capital Advisors (“JWCA”) to advise on the simultaneous refinancing of its $230 million convertible due 2026 and opportunistic financing to fund acquisition transactions

Brookdale’s objectives were to:

• Address the upcoming maturity of its 2026 convertible and extend the convertible into a new 5-year maturity with an increased conversion price

• Secure additional capital at attractive terms to fund certain accretive acquisitions

• Avoid stock price risk by pricing overnight

• Minimize covenants to maximize strategic and operational flexibility

JWCA acted as sole financial advisor for the exchange and new issuance, providing the following support for the Company:

• Analyzed range of capital structure transactions to help the Company assess tradeoff between leverage, incremental capital, and dilution

• Led investor outreach and execution of placement and exchange​

• Assisted the company with investor messaging and documentation review

Results

Brookdale addressed a majority of its 2026 maturity by refinancing into a new unsecured convertible while issuing an additional $150 million in a new convertible to support acquisitions announced simultaneously with the financing

• Extends debt maturity profile by an additional 3 years and increases conversion price from $8.10 to $9.00

Brookdale avoided stock price risk, as the exchange was executed overnight after a confidential marketing process with existing investors