DHC Receives Proceeds of Approximately $378 Million in Exchange for 35% Equity Interest

Diversified Healthcare Trust (Nasdaq: DHC) today announced that it has entered into an agreement with a global institutional investor to acquire an equity interest in DHC’s existing joint venture that owns the two building life science complex located at 11 Fan Pier and 50 Northern Avenue in Boston, MA. The new investor will acquire from DHC a 35% equity interest in the joint venture for a purchase price of approximately $378 million, with the existing partner continuing to own a 45% equity interest and DHC owning the remaining 20% equity interest. The purchase price for the 35% equity interest is based on a property valuation of $1.7 billion, less the $620 million of existing secured debt on the property.

The property included in the joint venture was acquired by DHC in May 2014 for $1.1 billion and consists of two 15-story, class A LEED® Gold Certified life science buildings located in Boston’s Seaport District. The two buildings are approximately 95% leased to Vertex Pharmaceuticals, Inc. through 2028 and include 1.1 million rentable square feet of lab, corporate office and street level retail space.

DHC expects to use the cash proceeds from this transaction to fund capital expenditures, to reduce outstanding indebtedness and for other general business purposes.

Jennifer Francis, President and Chief Executive Officer of DHC, made the following statement about today’s announcement:

“Since our purchase of this property in 2014, the Boston Seaport District has emerged as one of the top life science markets in the United States. Adding a new private capital partner to this existing joint venture highlights the sizable value appreciation in the past seven years. It also provides additional balance sheet liquidity for DHC and we expect it to help reduce our overall leverage in the coming year.”

The joint venture is managed by The RMR Group (Nasdaq: RMR), a leading U.S. alternative asset management company that is headquartered in Newton, MA and the manager of DHC. RMR is responsible for providing all aspects of business and property management services for more than 1,300 properties with over 93 million square feet of commercial office, industrial, medical office, life science and retail space.

Diversified Healthcare Trust (Nasdaq: DHC) is a real estate investment trust, or REIT, focused on owning high-quality healthcare properties located throughout the United States. DHC seeks diversification across the health services spectrum: by care delivery and practice type, by scientific research disciplines, and by property type and location. As of September 30, 2021, DHC’s $8.2 billion portfolio included 392 properties in 36 states and Washington, D.C., occupied by approximately 600 tenants, and totaling approximately 10.9 million square feet of life science and medical office properties and more than 27,000 senior living units. DHC is managed by The RMR Group (Nasdaq: RMR), a leading U.S. alternative asset management company that is headquartered in Newton, MA. To learn more about DHC, visit www.dhcreit.com.

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:

• Ms. Francis states that this transaction provides additional balance sheet liquidity for DHC and is expected to help reduce DHC’s overall leverage profile in the coming year. These statements regarding DHC's liquidity and leverage may imply that DHC will be able to sustain sufficient liquidity and reduce its overall leverage. However, if the duration and severity of the COVID-19 pandemic and its impacts on DHC and its managers and tenants significantly worsen for a sustained period, DHC may be required to utilize all or a significant portion of its cash and cash equivalents to fund its business and operations, which may reduce or eliminate any balance sheet liquidity achieved by this transaction and DHC may be unable to reduce its leverage in the near or longer term.

The information contained in DHC’s filings with the Securities and Exchange Commission, or SEC, including under “Risk Factors” in DHC’s periodic reports, or incorporated therein, identifies other important factors that could cause DHC’s actual results to differ materially from those stated in or implied by DHC’s forward-looking statements. DHC’s filings with the SEC are available on the SEC's website at www.sec.gov.

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 Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq.

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/20211228005187/en/