March 04, 2022 | Health Care | North America | Ended

Healthcare Trust of America / Healthcare Realty Trust: Deal Insights

On 28-Feb-22, Healthcare Trust of America (“HTA”), which owns and operates medical office buildings (“MOB”), entered into a definitive agreement to combine with smaller rival Health Realty Trust (“HR”) via an all-share reverse merger. The merger exchange ratio is 1:1 and HTA shareholders will be entitled to receive a special cash dividend of $4.82 per share on the last business day prior to closing. Based on the previous trading day’s (24-Feb-22) closing and inclusive of the special dividend, HTA shareholders were offered a total implied value of $35.08 per share, representing an 18.2% premium to the stock’s undisturbed price on 24-Feb-22, the day before Wall Street Journal speculation; the current deal value has declined to $32.71 per HTA share, inclusive of one ordinary dividend. After closing, HTA shareholders will own 61% of the pro forma company while HR shareholders will own the remaining 39%. The board of the new company will consist of nine existing directors of HR, three existing directors of HTA, and one will be mutually agreed upon by both boards ...

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