Mintz Assists with $460 million Bond Financing for MGB

The Situation

Our long-term client, Mass General Brigham Incorporated (formerly Partners Healthcare System, Inc.), was involved in a transaction that marked the organization’s return to the public debt markets since its last public issuance in January 2020.

The Approach

Work toward this closing started in early August. This transaction was a cross-practice effort, led by our Public Finance team. Our legal work included:

• nonprofit finance and securities law advice, including tax advice for bonds to be issued on a tax-exempt basis, drafting bond authorizations (borrower, guarantors and issuer) and loan and trust agreement and related guaranty agreement, negotiating bond purchase contracts for each series and liquidity facilities and remarketing agreements for each variable rate demand bond (VRDB) series
• SEC regulatory advice regarding potential tender offer for certain outstanding debt directly issued by MGB (unfavorable market conditions resulted in no tender offer being launched)
• health care regulatory aspects including Determination of Need requirements, disclosing health care related investor risks, and carefully aligning the bond disclosure with other public regulatory filings
• HIPAA and data privacy advice
• environmental compliance advice

The Outcome

We closed a $459,185,000 publicly offered tax-exempt bond financing, including one tranche of fixed rate bonds and two tranches of variable rate demand bonds that both were issued in the daily rate mode.

Proceeds from the sale refunded existing debt for savings and provided financing for two new projects: (i) Mass General Hospital’s new 1 million square foot, 482-bed tower on Cambridge Street in Boston to be known as the Philip and Susan Ragon Building; and (ii) a 5-story, 78-bed addition to an existing building and additional parking facilities at the Brigham and Women’s Faulkner Hospital campus in Boston.