Healthcare Trust Inc. said its special strategic review committee of independent directors, and the special committee formed to address conflicts of interest during the review process, have concluded their evaluations and recommend that the company continue to carry out its business plan with a focus on managing and strengthening its assets.
Further, William Kahane resigned as a director of the company Oct. 6. The board named Edward Weil Jr. as his replacement, effective the same date.
The company considered a "wide range" of potential alternatives including a sale of the company, sales of all or a portion of certain assets, and strategic combinations. The company's financial advisers, Morgan Stanley & Co. LLC and KeyBanc Capital Markets, reached out to more than 100 potential buyers and executed more than 40 nondisclosure agreements.
Healthcare Trust received a number of formal and informal indications of interest from third parties, some of which proposed a combination with or acquisition of the company, and several proposed an acquisition of certain company assets. The proposed offer prices in the indications of interest were below the low end of the company's estimated NAV per-share range from April of $20.37 to $22.27.
The board has concluded, with the special committees' recommendations, that the appropriate course of action is to execute the company's business plan, including a potential narrowing of the range of properties it owns and operates. The special committees have been terminated following the conclusion of the strategic review process.
Gibson Dunn & Crutcher LLP was special legal counsel for the review process.