MultiCare Health System Announces Tender Pricing Information

TACOMA, Wash., May 20, 2025 /PRNewswire/ -- MultiCare Health System ("MHS") today announced tender pricing information.

Pursuant to the Offer to Purchase dated May 6, 2025 (as it may be amended or supplemented, the "Offer to Purchase"), MHS invited Holders to tender, subject to the Aggregate Tender Cap, the Bonds for cash at the purchase price based on a fixed spread over the Reference Yield based on the bid-side price of the Reference U.S. Treasury Security, plus accrued and unpaid interest on such Bonds tendered for purchase from the applicable last interest payment date up to, but not including, the Settlement Date, and on the terms and as further described in the Offer to Purchase.  All capitalized terms used herein and not otherwise defined are used as defined in the Offer to Purchase.

The Early Tender Deadline occurred at 5:00 p.m., New York City time, on May 19, 2025 and has not been extended. The Expiration Date is 5:00 p.m., New York City time, on June 4, 2025, and the Settlement Date is June 6, 2025.

As set forth in the Offer to Purchase, the Offer was subject to an Aggregate Tender Cap of $75 million. As a result of oversubscription, MHS has decided to upsize the Aggregate Tender Cap to $87,367,000 and accept all Bonds tendered at the Early Tender Deadline into the Offer. The Aggregate Tender Cap was reached as of the Early Tender Deadline; therefore, no tenders submitted in between the Early Tender Deadline and Expiration Date will be accepted.

The Reference Yield and Total Consideration for Bonds tendered at or prior to the Early Tender Deadline and accepted for purchase by MHS was determined at 10:00 a.m., New York City time, on May 20, 2025 and are listed in the table set forth below. Subject to satisfaction of the conditions set forth in the Offer to Purchase, MHS intends to accept for purchase the aggregate principal amount of Bonds tendered in the Offer to Purchase set forth in the table below.

The Settlement Date is the day on which MHS will provide payment of the Total Consideration plus Accrued Interest with respect to Bonds that are validly tendered prior to or at the Early Tender Deadline and that are accepted for purchase. It is anticipated that the Settlement Date for the Bonds will be June 6, 2025, the second business day after the Expiration Date.

^* Per $1,000 principal amount.

As set forth in the Offer to Purchase, the Offer is subject to the satisfaction of certain conditions. See "THE OFFER—Conditions to the Offer" in the Offer to Purchase.

Information Relating to the Offer

MHS commenced the Offer on May 6, 2025. RBC Capital Markets, LLC is the Dealer Manager (the "Dealer Manager") for the tender offer. Investors with questions regarding the Offer may contact RBC Capital Markets at (877) 381-2099, (212) 618-7843 or [email protected]. Globic Advisors Inc. is the information and tender agent for the tender offer (the "Information and Tender Agent") and can be contacted at (212) 227-9622, [email protected], or www.globic.com/multicare.

The full details of the Offer are included in the Offer to Purchase. Holders are strongly encouraged to read carefully the Offer to Purchase, including materials incorporated by reference therein, because they will contain important information. The Offer to Purchase may be obtained from Globic Advisors Inc. through the means described in the preceding paragraph.

About MultiCare Health System

Certain information relating to the Bonds and MHS may be obtained by contacting the Information and Tender Agent. Such information is limited to the Offer to Purchase and information incorporated therein by reference.

Forward-Looking Statements

Statements included or incorporated by reference herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on expectations, forecasts and assumptions by MHS's management and involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those stated, including, without limitation, the  risks set forth in the offering document incorporated by reference into the Offer to Purchase. MHS cannot be certain that any expectations, forecasts or assumptions made by management in preparing these forward-looking statements will prove accurate, or that any projections will be realized. It is to be expected that there may be differences between projected and actual results. Any forward-looking statement speaks only as of the date on which it is made, and MHS assumes no obligation to update or revise such statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

⁽¹⁾ CUSIP is a registered trademark of the American Bankers Association (the "ABA"). CUSIP data herein is provided by CUSIP Global Services ("CGS"), managed on behalf of the American Bankers Association by FactSet Research Systems Inc. The CUSIP number listed above is being provided solely for convenience of reference and neither MHS, the Dealer Manager, the Information and Tender Agent, nor their respective agents or counsel make any representation with respect to such number or undertake any responsibility for its accuracy.
⁽²⁾ The Reference Yield is based on the Reference U.S. Treasury Security set forth in the Offer to Purchase.

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SOURCE MultiCare Health System