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Diversified Healthcare Trust Sends Letter to Shareholders Outlining Robust Process to Maximize Value
DHC’s Special Committee of Independent Trustees Evaluated Numerous Alternatives and Determined the OPI Transaction is Best Strategic Alternative NEWTON,
About this update from Diversified Healthcare Trust
[{"type":"text","content":"\nDHC’s Special Committee of Independent Trustees Evaluated Numerous Alternatives and Determined the OPI Transaction is Best Strategic Alternative\n\n\n NEWTON, Mass.--(BUSINESS WIRE)--\nDiversified Healthcare Trust (Nasdaq: DHC) today announced it has mailed a letter to shareholders from the DHC Special Committee and Board of Trustees outlining the independent trustees’ successful track records of value creation and the robust process they oversaw to maximize value for DHC shareholders, which resulted in the pending merger with Office Properties Income Trust (Nasdaq: OPI). A Special Meeting of DHC Shareholders related to the pending merger will be held on August 30, 2023, and shareholders are encouraged to vote their shares as soon as possible.\n\n\nThe letter, the full text of which is below, 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\n** Vote Today “FOR” the Merger with Office Properties Income Trust **\n\n\n** The Merger is the Best Strategic Alternative for DHC Shareholders **\n\n\nAugust 7, 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. A Special Committee of the DHC Board of Trustees, after conducting a rigorous and transparent process to arrive at the best solution for DHC shareholders, unanimously determined that the merger of DHC and OPI provides compelling value and is in the best interest of the Company and all DHC shareholders.\n\n\nRobust and Thorough Board Process Delivered Best Outcome for Shareholders; the Board Considered Inferior ‘Alternatives’ Now Being Proposed by Certain Conflicted Bondholders\n\n\nStarting in October 2022, the DHC Board and management team cast a wide net in evaluating various strategies to address DHC’s upcoming debt maturities. The management team met with multiple capital market participants, including restructuring groups at various investment banks, to evaluate financing options. The DHC Board and management team determined that there was a low likelihood of securing any financing alternatives on attractive or acceptable terms. The Board also determined that the selling of, or entering into joint ventures for DHC assets, would be short sighted a...