Senior Quality Lifestyles offers to purchase $53.79 million Tarrant County Cultural Education bonds

By Toni Weeks

San Luis Obispo, Calif., April 24 – Senior Quality Lifestyles Corp. announced an offer to purchase for cash any and all of the $53.79 million of outstanding series 2006A retirement facility revenue bonds issued by Tarrant County Cultural Education Facilities Finance Corp. for the Northwest Senior Housing Corp. – Edgemere Project.

As of April 20, there was $19.27 million of 6% series 2006 A bonds due Nov. 15, 2026 and $34.52 million of 6% series 2006AB bonds due Nov. 15, 2036.

The offer will expire at 5 p.m. ET on May 20.

The tender offer consideration per $1,000 principal amount f bonds will be $1,075 for the 2006A bonds and $1,065 for the 2006AB bonds. Holders will also receive accrued interest from the last interest payment date up to, but not including, the settlement date, which is expected to be June 4.

Tendered bonds may not be withdrawn.

The purpose of the offer is to refinance the 2006A bonds with new bonds, thus amending the liquidity requirement and rate covenant contained in the indenture for the notes.

According to a notice, Senior Quality Lifestyles seeks to reduce the liquidity requirement to current market levels of 150 days cash on hand from the current 500 days cash on hand. It also seeks to amend the rate covenant to exclude indebtedness related to acquisition, construction, renovation or replacement projects from the calculation of the historical debt service coverage ratio until certain milestone dates.

The offer is contingent on a minimum tender amount of at least $4.5 million and the issuance by Tarrant County Cultural Education of new series 2015A and 2015B bonds; the new 2015B bonds will finance the tender offer consideration

Bank of New York Mellon Trust Co., NA (214 468-6117, attn: Michael K. Herberger, or Michael.herberger@bnymelon.com) is the trustee and tender agent.

B.C. Ziegler and Co. (866 943-4537, attn: Yolanda Agrimonti) is the dealer manager for the offer.

Dallas-based Senior Quality Lifestyles owns and operates senior living communities in Texas.

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