CommonWealth REIT (NYSE: CWH) today announced that, at its request, Select Income REIT (NYSE: SIR) has filed with the Securities and Exchange Commission, or SEC, a registration statement to permit CWH’s public offering of some or all of the common shares of SIR owned by CWH. No decision has been made by CWH to sell any of the SIR common shares owned by CWH at this time. After the registration statement is declared effective by the SEC, and subject to market conditions, CWH may determine to sell all, some or none of the 22,000,000 SIR common shares it owns.
The Board of Trustees and management of CWH continue to be focused on executing CWH’s business plan, which includes (1) simplifying its investment portfolio, (2) selling non-core assets and (3) repositioning its investment portfolio toward central business district, or CBD, office buildings. If CWH determines to sell some or all of the SIR common shares that it owns, CWH’s current plan is to initially use the net proceeds to repay debt and eventually recycle the net proceeds into new investments in CBD office buildings.
SIR previously was a 100% owned subsidiary of CWH. In March 2012, SIR completed its initial public offering and became a separately listed public company. Today, SIR has a total of approximately 39.3 million common shares outstanding, of which 22,000,000 common shares (or approximately 56%) are owned by CWH.
The book running manager listed for the possible offering of SIR common shares owned by CWH is BofA Merrill Lynch.A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement is declared effective. This press release shall not constitute an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.