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Press release from Business Wire

Omega Announces Closing of New $700 Million Unsecured Credit Facility

Thursday, December 06, 2012

Omega Announces Closing of New $700 Million Unsecured Credit Facility16:20 EST Thursday, December 06, 2012 HUNT VALLEY, Md. (Business Wire) -- Omega Healthcare Investors, Inc. (NYSE:OHI) today announced that it has entered into a new $700 million unsecured credit facility, comprised of a $500 million unsecured revolving credit facility (the “Revolving Credit Facility”) and a $200 million unsecured term loan facility (the “Term Loan Facility” and, collectively, the “2012 Credit Facilities”) effective December 6, 2012. The 2012 Credit Facilities replace Omega's previous $475 million senior unsecured revolving credit facility (the “2011 Credit Facility”). The 2012 Credit Facilities include an “accordion feature” that permits the Company to expand its borrowing capacity by a combined $300 million, to a total of $1 billion. The Revolving Credit Facility is priced at LIBOR plus an applicable percentage (beginning at 150 basis points, with a range of 100 to 190 basis points) based on the Company's ratings from Standard & Poor's, Moody's and/or Fitch Ratings, plus a facility fee based on the same ratings (initially 30 basis points, with a range of 15 to 45 basis points). The Revolving Credit Facility will be used for acquisitions and general corporate purposes. At closing, the Company had $131 million in borrowings outstanding under the Revolving Credit Facility. The Revolving Credit Facility matures in four years, on December 6, 2016, with an option by the Company to extend the maturity one additional year. The Term Loan Facility is also priced at LIBOR plus an applicable percentage (beginning at 175 basis points, with a range of 110 to 230 basis points) based on the Company's ratings from Standard & Poor's, Moody's and/or Fitch Ratings. At closing, the Company had $100 million in borrowings outstanding under the Term Loan Facility. The Company has up to 120 days to borrow the full $200 million under the Term Loan Facility. The Term Loan Facility matures in five years, on December 6, 2017. The Company and its subsidiaries terminated the 2011 Credit Facility in connection with the effectiveness of the 2012 Credit Facilities. The Company did not experience any material early termination penalties due to the termination of the 2011 Credit Facility. For the three month period ending December 31, 2012, the Company will record a one-time, non-cash charge of approximately $2.5 million relating to the write-off of deferred financing costs associated with the termination of the 2011 Credit Facility. The 2012 Credit Facilities were made up of a syndication of financial institutions. Merrill Lynch, Pierce, Fenner & Smith Incorporated was Joint Lead Arranger and Sole Book Manager. Bank of America, N.A. was the Administrative Agent. Credit Agricole Corporate and Investment Bank and RBS Citizens, N.A. were Joint Lead Arrangers and Co-Syndication Agents. SunTrust Bank and Royal Bank of Canada were Co-Documentation Agents. UBS Loan Finance LLC was the Managing Agent. UBS AG, Morgan Stanley Bank, N.A., JPMorgan Chase Bank NA, Sumitomo Mitsui Banking Corp., Branch Banking and Trust Company, Stifel Bank & Trust, Mega International Commercial Bank Co., Ltd., The Bank of East Asia, Limited, Bank of Taiwan, Land Bank of Taiwan, Taiwan Cooperative Bank Ltd., Chang Hwa Commercial Bank, Ltd. and Hua Nan Commercial Bank, Ltd. also participated in the 2012 Credit Facilities. The Company is a real estate investment trust investing in and providing financing to the long-term care industry. At September 30, 2012, the Company owned or held mortgages on 460 skilled nursing facilities, assisted living facilities and other specialty hospitals with approximately 53,269 licensed beds (51,117 available beds) located in 33 states and operated by 47 third-party healthcare operating companies. This announcement includes forward-looking statements. Actual results may differ materially from those reflected in such forward-looking statements as a result of a variety of factors, including, among other things: (i) uncertainties relating to the business operations of the operators of the Company's properties, including those relating to reimbursement by third-party payors, regulatory matters and occupancy levels; (ii) regulatory and other changes in the healthcare sector; (iii) changes in the financial position of the Company's operators; (iv) the ability of any of the Company's operators in bankruptcy to reject unexpired lease obligations, modify the terms of the Company's mortgages and impede the ability of the Company to collect unpaid rent or interest during the pendency of a bankruptcy proceeding and retain security deposits for the debtor's obligations; (v) the availability and cost of capital; (vi) changes in the Company's credit ratings and the ratings of its debt securities; (vii) competition in the financing of healthcare facilities; (viii) the Company's ability to maintain its status as a real estate investment trust; (ix) the Company's ability to manage, re-leaseor sell any owned and operated facilities; (x) the Company's ability to sell closed or foreclosed assets on a timely basis and on terms that allow the Company to realize the carrying value of these assets; (xi) the effect of economic and market conditions generally, and particularly in the healthcare industry; and (xii) other factors identified in the Company's filings with the Securities and Exchange Commission. Statements regarding future events and developments and the Company's future performance, as well as management's expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements.The Company undertakes no obligation to update any forward-looking statements contained in this announcement. Omega Healthcare Investors, Inc.Bob Stephenson, CFODan Booth, COO410-427-1700