Monday, 25 November 2024
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NexPoint Hospitality Trust to be Acquired by NexPoint Diversified Real Estate Trust By Investing.com

SDCL EDGE Acquisition Corp. Announces Redemption of Class A Ordinary Shares By Investing.com


DALLAS and TORONTO, Nov. 25, 2024 /PRNewswire/ — NexPoint Hospitality Trust (“NHT” or the “REIT1), (TSX-V: NHT.U) and NexPoint Diversified Trust (NYSE: NXDT) (“NXDT“) today announced the execution of a definitive agreement (the “Merger Agreement“) on November 22, 2024, pursuant to which the REIT will be dissolved and its subsidiary entities merged with and into entities owned or controlled, directly or indirectly, by NXDT (the “ Transaction (JO:)“). Pursuant to the Transaction, each REIT unitholder (the “Unitholders“) will receive, for each trust unit of the REIT (a “Unit“), either US$0.36 cash per Unit or common shares of NXDT (the “NXDT Common Shares“) equal to the quotient of US$0.36 divided by the volume weighted average price of the NXDT Common Shares quoted on the New York Stock Exchange for the ten (10) trading days prior to closing of the Transaction. Subject to the satisfaction of all conditions precedent, the Transaction is expected to be completed in the first quarter of 2025. Upon closing of the Transaction, the REIT’s Units will be delisted from the TSX Venture Exchange (the “TSXV“). Raymond (NS:) James Limited has entered into a voting and support agreement pursuant to which it has agreed to support and vote the Units it owns (beneficially or otherwise) or over which it exercises control or direction over, including on behalf of accounts over which it has discretionary authority, in favour of the Transaction.

Transaction Highlights

  • The proposed price of US$0.36 per Unit represents a premium of approximately 2300% to the 30-day volume weighted average price per Unit on the TSXV ended November 22, 2024 of US$0.015;
  • Unitholders who elect to receive cash for their Units will immediately realize a fair value for their investment and the payment in cash provides certainty of value for their Units;
  • Unitholders who receive NXDT Common Shares will have the opportunity to participate in any increase in value of the REIT’s assets and the increase in value of the current assets of NXDT and are expected to have greater liquidity due to higher trading volumes in the NXDT Common Shares;
  • The Transaction represents the best prospect for maximizing Unitholder value over the short to medium term given current and expected macroeconomic conditions in North America and their potential impact on the REIT;
  • The REIT’s board of trustees (the “Board“), with James Dondero declaring his interest in the Transaction and abstaining, have approved the Transaction…

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