Regional Health Properties, Inc. Announces Final Results and Closing of Exchange Offer
July 03 2023 - 7:00AM
Regional
Health Properties, Inc.
(NYSE American: RHE) (NYSE American: RHE-PA) (the “Company”) today
announced the final results, and the closing, of its previously
commenced offer to exchange (the “Exchange Offer”) any and all of
the Company’s outstanding 10.875% Series A Cumulative Redeemable
Preferred Shares (the “Series A Preferred Stock”) for newly issued
shares of the Company’s 12.5% Series B Cumulative Redeemable
Preferred Shares (the “Series B Preferred Stock”).
As previously announced, the Exchange Offer
expired at 11:59 p.m., New York City time, on June 27, 2023 (such
time and date, the “Expiration Date”).
Continental Stock Transfer & Trust Company,
the exchange agent in connection with the Exchange Offer, has
advised the Company that, as of the Expiration Date, 2,252,272
shares of Series A Preferred Stock had been properly tendered (and
not validly withdrawn) in the Exchange Offer, representing
approximately 80.1% of the outstanding shares of Series A Preferred
Stock.
All of the shares of Series A Preferred Stock
properly tendered (and not validly withdrawn) prior to the
Expiration Date pursuant to the Exchange Offer were accepted by the
Company and will be retired. On June 30, 2023, in exchange for each
such share of Series A Preferred Stock, participating holders of
Series A Preferred Stock received one share of Series B Preferred
Stock, resulting in the issuance of 2,252,272 shares of Series B
Preferred Stock. 559,263 shares of Series A Preferred Stock did not
participate in the Exchange Offer and remain outstanding.
“For many years, we believe the Company’s
capital structure was an impediment to the Company and its equity
investors. We expect the recently approved transaction, which will
reduce the liquidation preference and eliminate accumulated and
unpaid Series A Preferred Stock dividends, to reduce the overhang
that inhibited the Company from taking strategic direction to
maximize shareholder value,” said Brent Morrison, the Company’s
President and Chief Executive Officer.
About Regional Health Properties
Regional Health Properties, Inc., a Georgia
corporation, is a self-managed healthcare real estate investment
company that invests primarily in real estate purposed for senior
living and long-term care. For more information, visit
www.regionalhealthproperties.com.
No Offer or Solicitation
This communication is not intended to and shall
not constitute an offer to buy or sell or the solicitation of an
offer to buy or sell any securities, or a solicitation of any vote
or approval, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made, except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
Company ContactBrent MorrisonChief Executive
Officer and PresidentRegional Health Properties, Inc.Tel (678)
368-4402brent.morrison@regionalhealthproperties.com
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