The stable of publicly traded seniors housing and care operators continues to shrink, but AlerisLife (ALR) probably should have gone private a couple of years ago having dealt with all of the cons (and SEC fees) of being publicly traded with few benefits. Well, the company announced that it has entered into a definitive agreement with ABP Acquisition LLC (ABP), which is majority-owned by AlerisLife Board of Directors chair Adam Portnoy, for ABP to acquire all outstanding shares of ALR common stock for $1.31 per share in case. That represents an 85% premium to the average trading price of the last 30 trading days of $0.71 per share, or approximately $43.8 million.
ABP plans to acquire ALR through a tender offer which will be subject to a number of shares being tendered in the tender offer that, together with the shares owned by ABP and its affiliates, represent a majority of ALR shares. ABP and its affiliates currently own about 6.1% of ALR’s outstanding shares of common stock, while Diversified Healthcare Trust holds approximately 31.9% of the outstanding shares, which it has agreed to tender its shares in the tender offer. Following completion of the tender offer, ABP will acquire all remaining shares of ALR at $1.31 per share in cash. The Board will recommend that shareholders tender their shares, and the transaction is expected to be completed in the first quarter of 2023.
Citigroup Global Markets is working as financial advisor on the transaction.
