HCP HCP Inc

Issuer:

Healthpeak Properties, Inc.

Trade Date:

November 6, 2019

Settlement Date:

November 21, 2019 (T+10)

Anticipated Ratings (Moody’s/S&P/Fitch)*:

Baa1(Stable)/BBB+(Stable)/BBB+ (Stable)

Securities Offered:

3.000% Notes due 2030

Aggregate Principal Amount Offered:

$750,000,000

Maturity Date:

January 15, 2030

Interest Payment Dates:

January 15 and July 15, commencing July 15, 2020

Benchmark Treasury:

1.625% due August 15, 2029

Benchmark Treasury Price/Yield:

98-11 / 1.811%

Spread to Benchmark Treasury:

+123 basis points

Yield to Maturity:

3.041%

Coupon:

3.000% per year

Price to Public:

99.640% of the principal amount, plus accrued interest, if any

Optional Redemption Provisions:

Make-Whole Call:

Prior to October 15, 2029 (the “Par Call Date”), +20 basis points

Par Call:

On and after the Par Call Date, at par

CUSIP / ISIN:

42250P AA1 / US42250PAA12

Total Net Proceeds:

Approximately $742,425,000, after deducting underwriting discounts but before deducting estimated offering expenses payable by the Issuer.

Use of Proceeds:

The Issuer intends to use the net proceeds from this offering (i) to fund the redemption, prior to their stated maturity date, of all $350 million aggregate principal amount of its 4.000% Senior Notes due December 2022 that are outstanding, and the payment of accrued interest and related fees, premiums and expenses in connection therewith and (ii) to repay outstanding borrowings under its revolving credit facility, to repay its outstanding commercial paper and/or for other general corporate purposes.

Delayed Settlement:

The Issuer expects that delivery of the notes will be made to investors on or about the settlement date specified above, which will be the 10th business day following the date of this term sheet. Under rules of the Securities and Exchange Commission, trades in the secondary market are required to settle in two business days, unless the parties to that trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes offered hereby on the date of this term sheet or the next succeeding seven business days will be required, by virtue of the fact that the notes initially settle in T+10, to specify an alternate settlement arrangement at the time of any such trade to prevent a failed settlement.  Purchasers who wish to trade the notes on the date of this term sheet or the next succeeding seven business days should consult their advisors.

Joint Book-Running Managers:

Wells Fargo Securities, LLC

J.P. Morgan Securities LLC
Credit Agricole Securities (USA) Inc.
RBC Capital Markets, LLC
Credit Suisse Securities (USA) LLC

Mizuho Securities USA LLC

Scotia Capital (USA) Inc.

Senior Co-Managers

BB&T Capital Markets, a division of BB&T Securities, LLC

Jefferies LLC

Regions Securities LLC

SMBC Nikko Securities America, Inc.

TD Securities (USA) LLC

U.S. Bancorp Investments, Inc.

Co-Managers

BNY Mellon Capital Markets, LLC

KeyBanc Capital Markets Inc.

The Huntington Investment Company