Sabra Announces Exchange Offer for 8.125% Senior Notes Due 2018

/ Source: GlobeNewswire

IRVINE, Calif., Feb. 10, 2011 (GLOBE NEWSWIRE) -- Sabra Health Care Limited Partnership and Sabra Capital Corporation (the "Issuers"), wholly owned subsidiaries of Sabra Health Care REIT, Inc. (Nasdaq:SBRA), announced today that they have commenced a registered exchange offer to exchange up to $225,000,000 of their 8.125% Senior Notes due 2018 (the "Old Notes"), for new 8.125% Senior Notes due 2018 that have been registered under the Securities Act of 1933, as amended (the "Exchange Notes").  

The Issuers are making this exchange offer to satisfy their obligations under a registration rights agreement entered into when they originally issued the Old Notes on October 27, 2010. The Exchange Notes will contain substantially identical terms to the Old Notes, except for the elimination of certain transfer restrictions, registration rights and additional interest provisions relating to the Old Notes. The exchange offer will not affect Sabra's outstanding debt levels, as the Exchange Notes will be issued only upon cancellation of a like amount of currently outstanding Old Notes. The Issuers will not receive any proceeds from the exchange offer.

Any Old Notes not tendered for exchange in the exchange offer will remain outstanding and continue to accrue interest, and the Issuers will have no further obligation to provide for the registration of such notes under the Securities Act of 1933, as amended, except under certain limited circumstances.

The terms of the exchange offer are contained in the exchange offer prospectus, dated February 10, 2011, and the related letter of transmittal.

The exchange offer will expire at 5:00 p.m., New York City time, on March 14, 2011, unless extended. Old Notes tendered pursuant to the exchange offer may be withdrawn at any time prior to the expiration date by following the procedures set forth in the exchange offer prospectus.

Requests for assistance or for copies of the exchange offer prospectus should be directed to Wells Fargo Bank, National Association, the exchange agent, at 608 2nd Avenue South, 12th Floor, MAC: N9303-121, Minneapolis, MN 55402, Attention: Bondholder Communications, (800) 344-5128.

This press release shall not constitute an offer to sell any securities or a solicitation of an offer to buy any securities. The exchange offer will be made only by means of a written prospectus.

About Sabra

Sabra Health Care REIT, Inc. (Nasdaq:SBRA), a Maryland Corporation, is a self-administered, self-managed real estate investment trust that, through its subsidiaries, owns and invests in real estate serving the healthcare industry. Sabra leases properties to tenants and operators throughout the United States. As of December 31, 2010, Sabra's portfolio consisted of 67 skilled nursing facilities, ten combined skilled nursing, assisted living and independent living facilities, five assisted living facilities, two mental health facilities, one independent living facility and one continuing care retirement community with a total of 9,603 licensed beds in 19 states.

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