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Exhibit 99.1
[ALTERRA]
[LOGO]
NEWS
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FOR IMMEDIATE RELEASE:
CONTACT: MARK OHLENDORF, CHIEF FINANCIAL OFFICER
(414) 918-5401
ALTERRA HEALTHCARE CORPORATION ANNOUNCES THE COMPLETION OF A
$173 MILLION EQUITY-LINKED FINANCING TRANSACTION
MILWAUKEE, WISCONSIN, JUNE 1, 2000, Alterra Healthcare Corporation
(AMEX: ALI) ("Alterra" or the "Company"), the nation's largest operator of
assisted living residences, today announced the completion of a financing
transaction in which it issued $173 million of convertible senior debentures
and convertible preferred shares to certain investors including significant
existing shareholders and convertible debenture holders of the Company as well
as an investment entity of Messrs. Daniel Baty and William Colson, senior
executives and directors of Holiday Retirement Corporation and Emeritus
Corporation (AMEX: ESC) (together the "Investors").
The completed transaction consists of (i) $168.0 million of Series A,
Series B and Series C convertible senior debentures with a conversion price of
$4.00 per share, a 9.75% semi-annual payment-in-kind ("PIK") coupon and a seven
year maturity, and (ii) $5.0 million of Series A convertible preferred shares
with a conversion price of $4.00 per share and a 9.75% semi-annual PIK dividend
and a mandatory redemption in seven years. The Series A and Series C debentures
and Series A preferred shares will be convertible at any time at the investor's
option into shares of common stock of the Company. The Series B debentures will
be convertible at any time at the investor's option into non-voting Series B
preferred shares having rights (other than voting rights) substantially similar
to the Company's common stock. The Company may call the debentures and the
Series A preferred shares at any time after three years if the Company's common
stock trades at an average price of at least $8.00 per share for the preceding
30 trading day period. As part of the transaction, the Company will have the
option to issue and the Investors will have the option to purchase up to an
additional $30.0 million of Series B or C debentures within 180 days of the
closing, which would result in an aggregate transaction amount of approximately
$203.0 million.
The Company will use the proceeds from this transaction to (i) finance
the completion of residences currently under construction, (ii) repay certain
interim bridge indebtedness provided by certain of the Investors, (iii) retire
certain convertible subordinated debentures held by certain of the Investors,
(iv) acquire a recently built portfolio of 14 Company managed assisted living
residences from certain Investors and affiliates, (v) selectively acquire
third-party equity interests in certain of its joint-venture
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arrangements, including joint-venture interests held by certain Investors and
(vi) for working capital and other general corporate purposes.
McDonald Investments, Inc. represented certain of the Investors in the
transaction. Cohen & Steers Capital Advisors, LLC represented the Company as
its sole financial advisor and rendered a fairness opinion to the Board of
Directors of the Company in connection with the transaction.
Alterra Healthcare Corporation offers supportive and healthcare
services to our nation's frail elderly and is the nation's largest operator of
assisted living residences. The Company currently operates 470 assisted living
residences representing a capacity for approximately 21,700 elderly senior
residents in 27 states. The Company's common stock is traded on the American
Stock Exchange under the symbol "ALI."
Holiday Retirement Corp. is the largest operator of independent living
retirement facilities in North America. Holiday currently manages over 75,000
units in the United States, Canada, and Europe. Emeritus Assisted Living is one
of the largest developers and operators of freestanding assisted living
communities throughout the United States and has commenced development and
operations of assisted living facilities in Japan. Emeritus currently holds
interests in 134 communities representing capacity for approximately 13,700
residents in 29 states and Japan.
The statements in this release relating to matters that are not
historical facts are forward-looking statements based on management's belief
and assumptions using currently available information. Although the Company
believes that the expectations reflected in such forward-looking statements are
reasonable, it cannot give any assurances that these expectations will prove to
be correct. Such statements involve a number of risks and uncertainties,
including, but not limited to, substantial debt and operating lease payment
obligations, operating losses associated with new residences, the Company's
ability to implement its new strategic initiatives and improve cash flow, the
need for additional financing and liquidity, development and construction
risks, risks associated with acquisitions, competition, governmental regulation
and other risks and uncertainties detailed in the reports filed by the Company
with the Securities and Exchange Commission. Should one or more of these risks
materialize (or the consequences of such a development worsen), or should the
underlying assumptions prove incorrect, actual results could differ materially
from those forecasted or expected. The Company assumes no duty to publicly
update such statements.
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