Jul 02, 2020
Credit Facility and Term Loan Amendments
On
During the Amendment Period:
-
DHC will be required to maintain unrestricted liquidity (unrestricted cash and undrawn availability under its revolving credit facility) of not less than
$200 million ; - DHC’s interest rate premium over LIBOR under its revolving credit facility and term loan will be increased by 50 basis points;
-
DHC’s ability to pay distributions on its common shares will be limited to paying a cash dividend of
$0.01 per common share per quarter and amounts required to maintain its qualification for taxation as a real estate investment trust, or REIT, and to avoid the payment of certain income and excise taxes; - DHC will be subject to certain additional covenants, including additional restrictions on its ability to incur indebtedness (with exceptions for borrowings under its revolving credit facility and certain other categories of secured and unsecured indebtedness), and to acquire real property or make other investments (with exceptions for, among other things, certain categories of capital expenditures and costs); and
- DHC will generally be required to apply the net cash proceeds from the disposition of assets, capital markets transactions, debt financings or COVID-19 government stimulus programs to the repayment of outstanding loans under the credit agreement, if any.
DHC has the right to terminate the Amendment Period prior to
Office Segment
DHC’s Office Segment, which contains Medical Office and Life Science assets, has maintained strength through the pandemic. As of
Senior Housing Operating Portfolio (SHOP) Segment
In light of the pandemic, DHC has worked closely with its operator, Five Star Senior Living Inc., or Five Star, to ensure that early and comprehensive measures were taken at DHC’s senior living communities, including active engagement by Five Star with its employees who are responsible for implementing protocols from the
As a result of these proactive measures, DHC’s SHOP Segment has maintained occupancies that are generally consistent with its peers and slightly better than DHC’s expectations. As of
WARNING REGARDING FORWARD-LOOKING STATEMENTS
This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Also, whenever DHC uses words such as “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate”, “will”, “may” and negatives or derivatives of these or similar expressions, DHC is making forward-looking statements. These forward-looking statements are based upon DHC’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may differ materially from those contained in or implied by DHC’s forward-looking statements as a result of various factors. Forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond DHC's control. For example:
-
Although the amendments to DHC’s revolving credit facility and term loan agreements provide for certain modifications to the financial covenants included in those agreements through
June 30, 2021 and provide DHC continued access to undrawn amounts under its credit facility during that period, subject to conditions, DHC may fail to satisfy those covenants, as modified, or the additional covenants included in those amendments. DHC’s ability to borrow under its revolving credit facility is subject to DHC satisfying those covenants and other conditions. If DHC’s operating results and financial condition are significantly and adversely impacted by current economic conditions or otherwise, DHC may fail to satisfy those covenants and conditions and may be unable to borrow under its revolving credit facility. -
This press release includes information regarding Office Segment rent deferrals DHC has provided as of
June 30, 2020 , Office Segment rents DHC collected during the second quarter of 2020, SHOP occupancies as of each month end in the second quarter of 2020 and statements that those SHOP occupancies were better than DHC had expected they would be. These statements may imply that DHC’s operating results for the second quarter of 2020 will be better than DHC and other market participants previously expected. However, the determination of DHC’s operating results has not been completed and DHC’s financial results for the second quarter of 2020 may not be better and could be worse than it and other market participants may have previously expected. - This press release includes statements that DHC’s Office Segment has maintained strength through the COVID-19 pandemic, and that, as a result of certain proactive measures taken at DHC’s senior living communities in light of the pandemic, DHC’s SHOP Segment has maintained occupancies that are generally consistent with DHC’s peers and slightly better than DHC’s expectations. These statements may imply that DHC’s Office Segment and SHOP Segment will continue to maintain similar or better results in the future. However, if the pandemic and related economic downturn continue for a sustained period or worsen, DHC’s results of operations and liquidity would likely be significantly negatively impacted.
The information contained in DHC’s filings with the
You should not place undue reliance upon forward-looking statements.
Except as required by law, DHC does not intend to update or change any forward-looking statements as a result of new information, future events or otherwise.
A
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.
View source version on businesswire.com: https://www.businesswire.com/news/home/20200702005108/en/
(617) 796-8234
Source: