County Commissioners of Washington County
Economic Development Revenue Bonds
(Homewood Maryland Obligated Group Project)
Pennsylvania Economic Development Financing Authority
Economic Development Revenue Bonds
(Homewood Pennsylvania Obligated Group Project)
Wye River Group served as Homewood’s Independent Financial Advisor for this transaction.
Homewood Retirement Centers is a private, not-for-profit, continuing care retirement community system founded in 1932. Homewood serves over 2,000 residents at five communities in Frederick and Williamsport, Maryland and Hanover, Martinsburg and Everett, Pennsylvania.
At the time that HRC engaged Wye River Group as its financial advisor, Homewood already had 10 separate debt financings, in each case with the facility affiliate owner, and Homewood and its Foundation as co-borrowers. All such debt was in the form of direct bank financing or bank letter of credit-backed variable rate demand bonds, and approximately 50% of the debt was hedged by six different interest rate swaps. In addition, Homewood was contemplating an expansion project at its Frederick campus, with anticipated cost of approximately $45 million, the majority of which was expected to be debt financed. Homewood leadership viewed the financing need at Frederick as an opportunity to assess its overall capital structure and engaged Wye River to assist in determining its debt capacity for the Frederick project and evaluating its financing alternatives.
After working with Wye River to evaluate its existing capital structure and financing, Homewood concluded that the patchwork financing approach that it had used historically no longer met the needs of its growing communities. Accordingly, Homewood elected to shift to an “obligated group” structure to consolidate its debt and to establish a master trust indenture (MTI) under which future debt could be issued. Due to state regulatory constraints, it was necessary to establish separate obligated groups for Maryland and Pennsylvania.
After extensive analysis, Homewood elected to take advantage of historically low interest rates for publicly offered bonds while selectively using bank debt to repurpose its existing interest rate swaps and reduce its overall cost of capital. Wye River conducted competitive solicitations of select commercial lenders and bond underwriting firms, the results of which further informed Homewood’s plan of finance. Homewood was moving quickly towards executing its plan of finance when the COVID-19 Pandemic struck, throwing financial markets into disarray and rendering uncertain the viability of Homewood’s plan for a period of time. Wye River worked diligently with Homewood and its selected financing partners (Ziegler, Fulton Bank and M&T Bank) to reassess its options and reposition its plan of finance to reflect an all-bank financing structure. Homewood secured a 15-year credit commitment for the Frederick project, a 9-year commitment the consolidated refinancing of its Maryland debt and a fully amortizing 13-year commitment for the consolidated refinancing of its Pennsylvania debt. The total amount of financing secured was approximately $169 million.
WYE RIVER GROUP’S ROLE
Wye River has had the pleasure of serving as Homewood’s financial advisor since 2018, when it assisted with the assessment of pricing and renegotiation of its then outstanding debt. In connection with the planning and execution of the Series 2020 Bonds, our services included:
- Preliminary planning, including debt capacity analysis, development and assessment of financing alternatives and presentations to Homewood leadership
- Development of comprehensive long-term financial model
- Development of a definitive plan of finance
- Competitive solicitation of prospective lenders and underwriters
- Negotiation of final terms with Homewood’s preferred lender and underwriter, including favorable covenants and optimization of financing structure
- Documentation and execution of multiple interest rate swaps (as well as a cap)