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Healthpeak Properties and Janus Living Announce Launch of Janus Living Initial Public Offering

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initial public offering financial
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
registration statement on Form S-11 regulatory
A registration statement on Form S-11 is a detailed disclosure document filed with the U.S. Securities and Exchange Commission when certain real estate companies or similar issuers offer securities to the public. It lays out the company’s business, properties, financial statements, risks, and the terms of the offering — like a product label or instruction sheet — so investors can judge the investment’s nature and safety before deciding to buy.
underwriters financial
Underwriters are financial professionals or institutions that help companies raise money by selling new securities, such as stocks or bonds, to investors. They assess the risk and determine the price at which these securities should be sold, acting like a bridge between the company and the investors. Their role helps ensure that the company raises the needed funds while providing investors with options that reflect the level of risk involved.
overallotments financial
An overallotment, often called a "greenshoe" option, is a short-term right given to underwriters of a new stock offering to sell up to about 15% more shares than planned. It matters to investors because it lets underwriters smooth the stock’s post-offering price—if demand falls they buy back extra shares to support the price, and if demand stays strong they exercise the option to supply more shares—reducing abrupt swings like a shock absorber for the market.
prospectus regulatory
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.
preliminary prospectus regulatory
A preliminary prospectus is an early draft of the official document a company files when planning to sell shares to the public; it outlines the business, risks, how the offering will work and estimated terms but omits final price and some details. Investors use it to evaluate the opportunity and risks—like reading a menu draft before a restaurant opens—because it signals intent, reveals important red flags, and helps assess whether the eventual offering fits their investment goals.
registration statement regulatory
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
New York Stock Exchange financial
The New York Stock Exchange is a marketplace where people buy and sell shares of publicly traded companies. It functions like a busy trading hub, helping investors transfer ownership of company parts and providing a way to gauge how well businesses are doing. Its role is vital because it offers liquidity and transparency, making it easier for investors to buy and sell investments confidently.
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DENVER--(BUSINESS WIRE)-- Healthpeak Properties, Inc. (NYSE: DOC) (“Healthpeak”) and Janus Living, Inc. (“Janus Living”), announced today that Janus Living has launched its initial public offering of 37,000,000 shares of its Class A-1 common stock pursuant to a registration statement on Form S-11 filed with the Securities and Exchange Commission (the “SEC”). The initial public offering price is expected to be between $18.00 and $20.00 per share. Janus Living expects to grant the underwriters a 30-day option to purchase up to an additional 5,550,000 shares of its Class A-1 common stock to cover overallotments, if any. Janus Living expects that its Class A-1 common stock will be approved for listing, subject to official notice of issuance, on the New York Stock Exchange under the symbol “JAN.”

Janus Living expects to use the net proceeds received from the proposed offering to pursue acquisition and investment opportunities that meet its investment criteria and for general corporate purposes.

After completion of the initial public offering, Healthpeak will own a combined total of approximately 214,734,000 shares of Janus Living Class A-1 common stock and common units, representing an approximately 85.3% economic interest in Janus Living (83.4% if the underwriters' option is exercised in full).

BofA Securities and J.P. Morgan are acting as lead book-running managers for the offering. Wells Fargo Securities, Barclays, Goldman Sachs & Co. LLC, RBC Capital Markets, and Morgan Stanley are acting as bookrunners for the offering. BNP PARIBAS, Credit Agricole CIB, KeyBanc Capital Markets, PNC Capital Markets LLC, Scotiabank, TD Securities, and Truist Securities are acting as senior co-managers for the offering. BTIG, Capital One Securities, ​Huntington Capital Markets, ​M&T Securities, ​Raymond James, ​Regions Securities LLC, ​Santander, and ​SMBC Nikko ​are acting as co-managers for the offering.

The offering will be made only by means of a prospectus. Copies of the preliminary prospectus relating to the offering, when available, may be obtained from: BofA Securities, Attention: Prospectus Department, NC1-022-02-25, 201 North Tryon Street, Charlotte, North Carolina 28255-0001 or by email to dg.prospectus_requests@bofa.com; and J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com.

A registration statement on Form S-11 relating to these securities has been filed with the SEC but has not yet been declared effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement is declared effective by the SEC. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

ABOUT HEALTHPEAK PROPERTIES

Healthpeak Properties, Inc. is a fully integrated real estate investment trust (REIT) and S&P 500 company. Healthpeak owns, operates and develops high-quality real estate focused on healthcare discovery and delivery.

ABOUT JANUS LIVING

Janus Living, Inc. is a pure-play senior housing real estate investment trust (REIT) that owns high-quality communities across the United States that support residents with thoughtfully designed, highly amenitized environments.

FORWARD-LOOKING STATEMENTS

Statements contained in this release that are not historical facts are “forward-looking statements.” Forward-looking statements include, among other things, statements regarding Janus Living’s intent, belief or expectation as identified by the use of words such as “may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,” “target,” “forecast,” “plan,” “potential,” “estimate,” “could,” “would,” “should” and other comparable and derivative terms or the negatives thereof. Examples of forward-looking statements include, among other things, Janus Living’s expectations regarding the completion, timing and size of its proposed initial public offering and listing. Forward-looking statements reflect Janus Living’s current expectations and views about future events and are subject to risks and uncertainties. While forward-looking statements reflect Janus Living’s good faith belief and assumptions Janus Living believes to be reasonable based upon current information, Janus Living can give no assurance that its expectations or forecasts will be attained. Further, Janus Living cannot guarantee the accuracy of any such forward-looking statement contained in this release, and such forward-looking statements are subject to known and unknown risks and uncertainties that are difficult to predict. The forward-looking statements made in this communication are made only as of the date hereof or as of the dates indicated in the forward-looking statements, even if they are subsequently made available by Janus Living on its website or otherwise. Janus Living does not undertake any obligation to update or supplement any forward-looking statements to reflect actual results, new information, future events, changes in its expectations or other circumstances that exist after the date as of which the forward-looking statements were made.

Andrew Johns, CFA
Senior Vice President – Finance and Investor Relations
720-428-5400

Jonathan Hughes, CFA
Senior Vice President – Finance and Investor Relations
720-428-5050

Source: Healthpeak Properties, Inc.