Investigation Overview
An investigation on behalf of investors, who currently hold shares of MedEquities Realty Trust, Inc. (NYSE: MRT), was announced concerning whether the takeover of MedEquities Realty Trust, Inc. is unfair to NYSE: MRT stockholders.
The investigation by a law firm concerns whether certain officers and directors of MedEquities Realty Trust, Inc. breached their fiduciary duties owed to NYSE: MRT investors in connection with the proposed acquisition.
Nashville, TN based MedEquities Realty Trust (NYSE: MRT) is a self-managed and self-administered real estate investment trust that invests in a diversified mix of healthcare properties and healthcare-related real estate debt investments. On January 2, 2019, Omega Healthcare Investors, Inc. (NYSE: OHI) and MedEquities Realty Trust, Inc. (NYSE: MRT) announced the execution of a merger agreement under which Omega will acquire all of the outstanding shares of MedEquities Realty Trust, Inc. (NYSE: MRT). Under the terms of the agreement, MedEquities Realty Trust, Inc. (NYSE: MRT) stockholders will receive a fixed exchange ratio of 0.235 Omega common shares plus $2.00 in cash for each share of MedEquities common stock held by them, which represents a value of $10.26 per MedEquities share based on the $35.15 closing price for Omega common stock on December 31, 2018. Separately, MedEquities will declare a special cash dividend of $0.21 per share payable to the holders of record of MedEquities common stock as of the end of trading on the New York Stock Exchange on the trading day immediately prior to the closing date of the transaction.
However, given that at least one analyst has set the high target price for NYSE: MRT shares at $12.00 per share, the investigation concerns whether the offer is unfair to NYSE: MRT stockholders. More specifically, the investigation concerns whether the MedEquities Realty Trust Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
MedEquities Realty Trust, Inc. reported that its annual Total Revenue rose from $49.29 million in 2016 to $61.1 million in 2017 and that its Net INcome increased from $11.05 million in 2016 to $20.42 million in 2017.
Shares of MedEquities Realty Trust, Inc. (NYSE: MRT) reached as high as $11.85 per share in July 2018.