Business Wire·Nov 11, 2026, 6:59 AM ET

EPR Properties Announces Proposed $500.0 Million Convertible Senior Notes Offering

EPR Properties intends to offer $500.0 million in convertible senior notes due 2032 via a private Rule 144A offering to qualified institutional buyers.
Initial purchasers have an option to buy up to an additional $75.0 million of notes within 13 days of issuance.
The notes are senior, unsecured obligations maturing on February 15, 2032, with semi-annual interest payments & cash or share conversion settlements.
Redemption is permitted at the company's option starting February 20, 2030, if share prices exceed 130% of the conversion price, to preserve REIT status, or if less than 10% of notes remain outstanding.
Noteholders may require cash repurchase upon certain fundamental corporate change events.
Final interest rates, conversion rates, & other terms will be set at pricing.
Proceeds will fund capped call transactions, $75.0 million in concurrent common share repurchases, & full repayment of $450.0 million in 4.750% Senior Notes due 2026.
Capped call transactions aim to reduce dilution & offset excess cash payments upon conversion, subject to a cap price.
Option counterparties may engage in derivative trading & share transactions that could influence market prices of shares or notes.
The offering is unregistered under the Securities Act & conducted solely under exemptions for qualified institutional buyers.