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Deal in Focus

IFA Asked To Approve $800M

CHICAGO — While its issuance levels recently have reflected the national slowdown, the Illinois Finance Authority is seeing some pickup in health-care deal flow with four issues for nearly $800 million in the works, including $533 million for the state’s largest health care system and three direct bank purchases.

Advocate Health Care Network received preliminary approval from the IFA board at its June meeting Tuesday to sell up to $533 million of debt that includes about $200 million of new money and room to restructure $325 million of debt.

The new money will finance projects at several of the Oak Brook-based Advocate’s ­campuses, with about $160 million going towards the construction of a new ambulatory pavilion at its Christ Medical Center in suburban Oak Lawn. The refunding portion is dependent on interest rates and would be aimed in part at reducing the system’s put, credit, and bank renewal risk.

Advocate is still working on structural details and may use a combination of modes, including fixed and floating rates in either a public offering or a private placement “based on an evaluation of prevailing market conditions,” according to IFA documents.

Advocate must return to the IFA board for final approval. It intends to price the bonds later this summer for a September closing. Citi is serving as the senior manager with Loop Capital Markets LLC and Cabrera Capital Markets LLC acting as co-managers. Chapman and Cutler LLP is bond counsel.

Advocate operates 10 acute-care hospitals in the Chicago region and two children’s hospitals, along with various home health and hospice centers, outpatient centers, and physician services and holds a leading market share of 15.4%.

The system carries current ratings in the mid-double-A category on nearly $1 billion of debt from all three rating agencies and top short-term marks on floating-rate debt it provides self-liquidity for. Earlier this year in its report affirming the rating as part of a general review, Fitch Ratings said the health care provider’s “AA rating reflects Advocate’s low debt burden and strong operating profitability, robust liquidity position, a leading market position in the Chicago metropolitan area and the benefits of its aligned medical staff.”

Advocate’s modest debt burden and strong operating profitability generated maximum annual debt-service coverage of 7.4 times in 2009. Advocate has substantial balance sheet strength, including liquidity that covers 255 days cash on hand.

The system had total revenues of $4 billion in 2009 and generated total revenues of $3.4 billion through September 2010 and held unrestricted cash and investments totaling $2.66 billion, up from $2.19 billion at the end of 2009. Fitch said its central credit concern is the competition posed by other systems and well-regarded hospitals and the political and regulatory challenges in Illinois.

The other three health care deals before the IFA board at its meeting Tuesday involve direct bank purchases — an increasingly popular option for borrowers amid turmoil in the municipal market and demand for higher yields.

Interest among banks to make direct purchases has also grown as part of an overall investment strategy. And unlike letters of credit and standby bond purchase agreements, direct purchases are not subject to the growing restrictions imposed by a web of federal regulations and capital requirements.

The newly joined Central DuPage Health and Delnor Health System — both of which serve the western and northwestern suburbs of Chicago — received preliminary approval for their direct-purchase transaction of up to $190 million of debt to refund floating-rate securities previously issued by both systems.

The upcoming deal will refund $58 million of Delnor’s Series 2008A and $127 million of CDH’s 2004A floating-rate bonds. JPMorgan Chase Bank will purchase the unrated bonds from the systems that are still in the process of merging their finances.

Central DuPage and Delnor closed on their union at the end of March. Fiscal details were not disclosed. Delnor is a 159-bed system based in Geneva, Ill. Central DuPage Health’s main facility is the 313-bed Central DuPage Hospital in Winfield. Because of the ongoing consolidation of the two providers’ finances, the bonds will be sold in separate series and will carry the repayment pledge from each respective obligated group.

The systems will keep a floating-rate debt structure and expect to see a slight reduction in their interest rate, but the primary motive is to lower CDH-Delnor’s remarketing and bank enhancement risks. The Central DuPage bonds being refunded carry a standby bond purchase agreement from JPMorgan while the Delnor piece features a letter of credit from Fifth Third Bank. They expire over the next 18 months. Jones Day is bond counsel.

“We are not under the gun to restructure the bonds, but it’s a good time to do the transaction given the banks’ appetite for direct purchases,” said Brett Tande, the systems’ vice president and treasurer. “The direct purchase allows us to reduce some risks and achieve some savings.”

Tande said he could not release details of the pricing based on terms of the agreement with JPMorgan, but said the deal’s rate would be based on a percentage of the London Interbank Offered Rate. Combined, the two systems carry a total of $608 million of debt, including about $200 million in floating-rate mode. In addition, the systems have about $12 million of auction-rate securities outstanding.

The deal is the first for Tande in his new post. He left the private sector where he worked as a health care banker at Morgan Stanley in April to join the merged systems. Tande had worked at Morgan Stanley since 2004. He previously worked at Raymond James & Associates Inc.

The union is the latest in a series announced over the last year among individual hospitals and systems in the region seeking to improve their competitive edge as federal health care reforms are implemented.

“Today, we have created a new health system with greater scale to provide patients with even higher quality care, access to a greater number of specialists, a broader range of clinical capabilities and a more integrated approach to health care,” C. William Pollard, chairman of the CDH board of directors, said in a statement.

The merged system will not seek ratings on the upcoming transaction and it has yet to say how its debt structure may change as a result of the marriage. Central DuPage carries current ratings of AA from Fitch and Standard & Poor’s while Delnor is rated A by Standard & Poor’s.

Central DuPage last sold new-money debt in 2009 to finance construction of a 280,000-square-foot, five-story pavilion with a diagnostic imaging facility, private medical surgical rooms and a parking garage. The pavilion opens this summer.

The IFA board gave final approval to Chicago-based Swedish Covenant Hospital’s issue of up to $20 million to finance the renovation and remodeling of its buildings and the acquisition of information technology systems. The variable-rate bonds will be purchased directly by U.S. Bank. Jones Day is bond counsel. The hospital carries underlying ratings of A-minus from Fitch and BBB-plus from Standard & Poor’s.

The board also gave final approval to the Northwest Community Hospital’s refunding of up $54 million that will be directly purchased by JPMorgan. The bonds will be sold with a floating-rate structure with interest rates set at a percentage of Libor. The 496-bed hospital is located in the northwestern Chicago suburb of Arlington Heights. It’s rated Aa3 by Moody’s Investors Service and A-plus by Standard & Poor’s. Jones Day is bond counsel. Kaufman Hall & Associates is financial adviser.

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