Newcastle Announces Spin-Off of Senior Housing Business
June 16 2014 - 8:45AM
Business Wire
Newcastle Investment Corp. (the “Company”, NYSE: NCT) announced
today that its Board of Directors has unanimously approved a plan
to spin off its senior housing business. Newcastle intends to
effect the spin-off by distributing shares of its subsidiary, New
Senior Investment Group Inc. (“New Senior”, NYSE: SNR). New Senior
will be a publicly traded real estate investment trust that
primarily targets senior housing related investments.
New Senior has filed a registration statement with the U.S.
Securities and Exchange Commission (“SEC”) with respect to the
planned spin-off. The spin-off is subject to certain conditions,
such as the SEC declaring effective New Senior’s registration
statement, the filing and approval of an application to list New
Senior’s common stock on the NYSE and the formal declaration of the
distribution by the Board of Directors. In evaluating the spin-off,
the independent members of Newcastle’s Board of Directors were
advised by Houlihan Lokey.
Kenneth Riis, the Company’s CEO commented, “The spin-off of New
Senior from Newcastle will be a key step towards optimizing the
future growth of each standalone company. As two separately traded
public companies, both Newcastle and New Senior will be better
positioned to capitalize on respective market opportunities and
further enhance shareholder value creation.”
New Senior will be externally managed by an affiliate of
Fortress Investment Group LLC.
Newcastle will host an investor call on Monday, June 16, 2014,
at 4:30pm ET. On the call, the Company will provide additional
information in connection with the spin-off.
All interested parties are welcome to participate on the live
call. The conference call may be accessed by dialing 1-888-243-2046
(from within the U.S.) or 1-706-679-1533 (from outside of the U.S.)
ten minutes prior to the scheduled start of the call; please
reference “Newcastle Investor Update Call.” The Company intends to
post a presentation on its website, www.newcastleinv.com, in
advance of the call.
A telephonic replay of the conference call will also be
available approximately two hours following the completion of the
call through 11:59 P.M. Eastern Time on June 30, 2014 by dialing
1-855-859-2056 (from within the U.S.) or 1-404-537-3406 (from
outside of the U.S.); please reference access code “61760924”.
ABOUT NEWCASTLE
The Company focuses on investing in, and actively managing, real
estate related assets and primarily invests in: (1) Senior Housing
Assets (2) Real Estate Debt and (3) Golf & Other Investments.
The Company conducts its operations to qualify as a real estate
investment trust ("REIT") for federal income tax purposes. The
Company is managed by an affiliate of Fortress Investment Group
LLC, a global investment management firm.
FORWARD-LOOKING STATEMENTS
Certain items in this press release may constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are
based on management's current expectations and beliefs and are
subject to a number of trends and uncertainties that could cause
actual results to differ materially from those described in the
forward-looking statements, many of which are beyond our control.
The Company can give no assurance that its expectations will be
attained. Accordingly, you should not place undue reliance on any
forward-looking statements contained in this press release. For a
discussion of some of the risks and important factors that could
cause actual results to differ from such forward-looking
statements, see the sections entitled “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and
Results of Operation” in the Company’s most recent Annual Report on
Form 10-K and Quarterly Report on Form 10-Q. Furthermore, new risks
and uncertainties emerge from time to time, and it is not possible
for the Company to predict or assess the impact of every factor
that may cause its actual results to differ from those contained in
any forward-looking statements. Such forward-looking statements
speak only as of the date of this press release. The Company
expressly disclaims any obligation to release publicly any updates
or revisions to any forward-looking statements contained herein to
reflect any change in the Company's expectations with regard
thereto or change in events, conditions or circumstances on which
any statement is based.
Newcastle Investment Corp.Investor Relations,
212-479-3195ir@newcastleinv.com
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