International law firm Ashurst has advised NorthWest Healthcare Properties REIT ('NorthWest') on the acquisition and leaseback of A$1.3 billion of hospital property assets from Healthscope Limited as part of the proposed A$4.5 billion takeover of Healthscope Limited by Brookfield.

 

The property transaction is conditional on Brookfield completing its acquisition of between 50.1% and 100% of Healthscope shares through a scheme or takeover bid, and NorthWest and its affiliates obtaining FIRB approval, both of which are expected to occur in Q2-2019. In order to finance the total acquisition cost, NorthWest has arranged a property-level debt facility for approximately A$745 million with an ANZ led syndicate.

 

The transaction is the culmination of a long process that began in May 2018  with NorthWest acquiring a stake in Healthscope via a derivative forward contract with Deutsche Bank following the announcement of a non-binding indicative offer from BGH Capital Pty Ltd ('BGH') to acquire 100% of the issued shares of Healthscope. This was followed by a series of proposals from Brookfield and BGH to acquire Healthscope, and an alternative sale process run by Healthscope for the sale of a minority interest in certain real estate assets.  The ultimate proposal from Brookfield, recommended by the Healthscope board, involves an inter-conditional scheme of arrangement and takeover offer for all of the shares in Healthscope in connection with the sale and leaseback of A$1.3 billion of hospital property assets to NorthWest.

 

Commenting on the deal, Ashurst partner John Brewster said: 

 

“Ashurst is delighted to have the opportunity to support NorthWest and work collegiately with its financiers on this transaction across various work streams, including M&A, property and acquisition financing, derivatives, property and tax. When completed the transaction will further expand NorthWest's Australia and New Zealand industry leading platform, providing it with greater opportunities for growth.”

 

The Ashurst team was led by corporate partner John Brewster and financing partner Martin Coleman with support from partners Richard Brooks, Pauline Tan, Nick Terry, Elspeth Arnold, John Satori, Con Tzerefos, Anton Harris, Jamie Ng, Justin Jones, Ian Kellock and Geoff Mann, counsel Vanessa Flax and senior associates Eliza Blandford, Madeleine de Garis, Bronwyn Kirkwood, Kristina Popova, Harry Stone, Victoria Lee, Jacinta Pitos and lawyers Ryan Kabat, Stephen Moore, Jonathan Bisset, Jake Saccardo, Duncan Knowles.