Omega Announces Pricing of $700 Million Senior Notes Offering

HUNT VALLEY, Md.–(BUSINESS WIRE)–Omega Healthcare Investors, Inc. (NYSE: OHI) (“Omega”) announced today
that it has priced an aggregate principal amount of $700 million of
4.375% Senior Notes due 2023 (the “Notes”) pursuant to a public
offering. Omega expects to use the net proceeds from the offering to
repay outstanding borrowings under its revolving credit facility and the
remainder will be used for general corporate purposes, including future

The Notes will be senior unsecured obligations of Omega guaranteed by
Omega’s existing and future subsidiaries (including OHI Healthcare
Properties Limited Partnership) that guarantee indebtedness for money
borrowed of Omega.

J.P. Morgan, BofA Merrill Lynch, Credit Agricole CIB and Stifel are
acting as the joint book-running managers for the Notes offering.

The Notes will mature August 1, 2023, will have an issue price to the
public of 99.739% and feature a fixed-rate coupon of 4.375% per annum,
payable semiannually. Omega expects to complete the Notes offering on
July 12, 2016, subject to customary closing conditions.

The Notes offering is being conducted a public offerings by means of a
prospectus supplement filed as part of a shelf registration statement
previously filed with the Securities and Exchange Commission (the “SEC”)
on Form S-3. The offering is being made solely by means of a prospectus
and prospectus supplement.

A copy of the prospectus supplement and accompanying prospectus relating
to the offering of the Notes can be obtained from: J.P. Morgan
Securities LLC, 383 Madison Avenue, New York, New York 10179, Attention:
Investment Grade Syndicate Desk, by telephone at (212) 834-4533 or by
fax at (212) 834-6081; Merrill Lynch, Pierce, Fenner & Smith
Incorporated, 200 North College Street, 3rd floor, Charlotte, North
Carolina 28255-0001, Attention: Prospectus Department, by e-mail at;
or Credit Agricole Securities (USA) Inc., 1301 Avenue of the Americas,
New York, NY 10019, Attention: Fixed Income Syndicate, by telephone at
(866) 807-6030. Potential investors should read the applicable
prospectus supplement and accompanying prospectus, the registration
statement and the other documents that Omega has filed with the SEC in
connection with the offering of the Notes. A copy of the prospectus
supplement and accompanying prospectus may also be obtained without
charge by visiting the SEC’s website at

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such offer,
solicitation or sale would be unlawful.

Omega is a real estate investment trust investing in and providing
financing to the long-term care industry. As of March 31, 2016, Omega
has a portfolio of investments that includes over 900 properties located
in 42 states and the United Kingdom and operated by 83 different

This press release includes forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. All
statements regarding Omega’s or its tenants’, operators’, borrowers’ or
managers’ expected future financial condition, results of operations,
cash flows, funds from operations, dividends and dividend plans,
financing opportunities and plans, capital markets transactions,
business strategy, budgets, projected costs, operating metrics, capital
expenditures, competitive positions, acquisitions, investment
opportunities, dispositions, merger integration, growth opportunities,
expected lease income, continued qualification as a REIT, plans and
objectives of management for future operations and statements that
include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,”
“expect,” “intend,” “may,” “could,” “should,” “will” and other similar
expressions are forward-looking statements. These forward-looking
statements are inherently uncertain, and actual results may differ from
Omega’s expectations. Omega does not undertake a duty to update these
forward-looking statements, which speak only as of the date on which
they are made.

Omega’s 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 Omega’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 Omega’s
operators; (iv) the ability of any of Omega’s operators in bankruptcy to
reject unexpired lease obligations, modify the terms of Omega’s
mortgages and impede the ability of 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 Omega’s credit ratings and the ratings of its
debt securities; (vii) competition in the financing of healthcare
facilities; (viii) Omega’s ability to maintain its status as a REIT;
(ix) Omega’s ability to manage, re-lease or sell any owned and operated
facilities, if any; (x) Omega’s ability to sell closed or foreclosed
assets on a timely basis and on terms that allow Omega to realize the
carrying value of these assets; (xi) the effect of economic and market
conditions generally, and particularly in the healthcare industry; (xii)
risks relating to the integration of Aviv’s operations and employees
into Omega and the possibility that the anticipated synergies and other
benefits of the combination with Aviv will not be realized or will not
be realized within the expected timeframe; (xiii) the potential impact
of changes in the skilled nursing facility and assisted living facility
markets or local real estate conditions on the Company’s ability to
dispose of assets held for sale for the anticipated proceeds or on a
timely basis, or to redeploy the proceeds therefrom on favorable terms;
(xiv) Omega’s ability to close this offering of Notes and (xv) other
factors identified in Omega’s filings with the Securities and Exchange
Commission. Statements regarding future events and developments and
Omega’s future performance, as well as management’s expectations,
beliefs, plans, estimates or projections relating to the future, are
forward looking statements. Omega undertakes no obligation to update any
forward-looking statements contained in this announcement.


Omega Healthcare Investors, Inc.
Bob Stephenson, CFO