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Diversified Healthcare Trust Sends Letter to Shareholders Highlighting Benefits of Pending Merger with Office Properties Income Trust
Explains that the Interests of Debt Holders Opposing the Merger are Not Aligned with Long Term Shareholders NEWTON, Mass.--(BUSINESS WIRE)-- Diversified
About this update from Diversified Healthcare Trust
[{"type":"text","content":"\nExplains that the Interests of Debt Holders Opposing the Merger are Not Aligned with Long Term Shareholders\n\n\n NEWTON, Mass.--(BUSINESS WIRE)--\nDiversified Healthcare Trust (Nasdaq: DHC) today announced that it has mailed a letter to shareholders in connection with the upcoming August 30, 2023, Special Meeting of DHC Shareholders related to the Company’s pending merger with Office Properties Income Trust (Nasdaq: OPI). The letter has been filed with the U.S. Securities and Exchange Commission and is available at www.dhcreit.com/mergerofdhcandopi with other materials related to the Special Meeting.\n\n\nFull text of the letter follows:\n\n\nDHC’s Merger with Office Properties Income Trust is the Best Available Opportunity\nto Protect and Enhance the Value of Your Investment\n\n\nThose Publicly Opposing the Merger are DHC Debtholders Who Would Benefit at the Expense of DHC Shareholders if the Merger is Rejected\n\n\nVote FOR On the White Card Today!\n\n\nJuly 31, 2023\n\n\nDear Fellow DHC Shareholder,\n\n\nThe DHC Board of Trustees unanimously recommends that you vote FOR the merger with Office Properties Income Trust. We firmly believe the merger of DHC and OPI provides compelling value and is in the best interest of our Company and all DHC shareholders.\n\n\nThe merger offers DHC shareholders compelling value now, solves a series of severe and time-sensitive challenges for DHC related to the Company’s debt covenants, and preserves DHC shareholders’ ability to participate in the future upside of DHC’s business. Under the terms of the merger agreement, DHC shareholders will receive 0.147 shares of OPI for each common share of DHC, which represents a 20% premium to the 30-day average price prior to announcement of the merger and a 37% premium to the unaffected price1. With 42% ownership in the combined company, DHC shareholders will also be able to participate in the upside potential of a larger, stronger and more diversified REIT with enhanced access to capital and benefit from an immediate 267% increase over the dividend paid to DHC shareholders today.\n\n\nThose Publicly Opposing the Merger are DHC Debtholders Who Would Benefit at the Expense of DHC Shareholders if the Merger is Rejected\n\n\nDespite the compelling value the merger offers, a few investors have announced their intent to vote against the transaction. We beli...