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Diversified Healthcare Trust (NASDAQ: DHC) shifts 116 senior living operators

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Diversified Healthcare Trust reported that it has posted a new investor presentation to its website, providing updated information for shareholders and other stakeholders.

The company also announced that AlerisLife Inc. has sold the management agreements for 116 senior living communities owned by Diversified Healthcare Trust to seven different operators, as part of AlerisLife’s sale of all its assets and wind-down of its business. These changes in community operators are described in a press release dated September 3, 2025, which is included as an exhibit.

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Insights

Diversified Healthcare Trust is shifting management of 116 senior living communities from AlerisLife to seven new operators as AlerisLife winds down.

The company states that AlerisLife has sold the management agreements for 116 senior living communities owned by Diversified Healthcare Trust to seven different operators, in connection with AlerisLife’s sale of all its assets and wind-down of its business. This means that while property ownership remains with Diversified Healthcare Trust, day-to-day operations at these communities will move to multiple new managers.

The filing does not provide financial terms, timing details beyond the September 3, 2025 announcement date, or performance expectations for the new operators. A separate investor presentation and a press release, both dated September 3, 2025, are referenced as sources of additional operational and strategic context. The ultimate effect on occupancy, margins, and cash flows will depend on how the new managers perform relative to the prior AlerisLife arrangements.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 

 

Date of report (Date of earliest event reported): September 3, 2025

 

Diversified Healthcare Trust

(Exact Name of Registrant as Specified in Its Charter)

 

Maryland

(State or Other Jurisdiction of Incorporation)

 

001-15319   04-3445278
(Commission File Number)   (IRS Employer Identification No.)

 

Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458-1634

(Address of Principal Executive Offices) (Zip Code)

 

617-796-8350

(Registrant’s Telephone Number, Including Area Code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  
¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title Of Each Class   Trading Symbol(s)   Name Of Each Exchange On Which Registered
Common Shares of Beneficial Interest   DHC   The Nasdaq Stock Market LLC
5.625% Senior Notes due 2042   DHCNI   The Nasdaq Stock Market LLC
6.25% Senior Notes due 2046   DHCNL   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 7.01.Regulation FD Disclosure.

 

On September 3, 2025, Diversified Healthcare Trust, or the Company, posted to its website an investor presentation, a copy of which is attached hereto as Exhibit 99.1.

 

Item 8.01.Other Events.

 

On September 3, 2025, the Company announced the sale by AlerisLife Inc., or AlerisLife, of the management agreements for 116 senior living communities owned by the Company to seven different operators, in connection with AlerisLife’s sale of all its assets and wind-down of its business. A copy of the Company’s press release announcing these transactions is attached hereto as Exhibit 99.2 and is incorporated by reference herein.

 

Item 9.01.Financial Statements and Exhibits.

 

(d)Exhibits.

 

99.1   Investor Presentation dated September 3, 2025. (Furnished herewith.)
99.2   Press Release dated September 3, 2025. (Filed herewith.)
104   Cover Page Interactive Data File. (Embedded within the Inline XBRL document.)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  DIVERSIFIED HEALTHCARE TRUST
   
  By: /s/ Matthew C. Brown
  Name: Matthew C. Brown
  Title: Chief Financial Officer and Treasurer

 

Date:  September 3, 2025

 

 

 

FAQ

What did Diversified Healthcare Trust (DHC) disclose in this 8-K filing?

Diversified Healthcare Trust disclosed that it posted a new investor presentation to its website and announced a change in management agreements for certain senior living communities. The filing also attaches an investor presentation as Exhibit 99.1 and a press release as Exhibit 99.2, both dated September 3, 2025.

What change is occurring at Diversified Healthcare Trust’s senior living communities?

AlerisLife Inc. has sold the management agreements for 116 senior living communities owned by Diversified Healthcare Trust to seven different operators. These communities will continue to be owned by Diversified Healthcare Trust but will be managed by the new operators instead of AlerisLife.

Why is AlerisLife transferring management agreements for DHC’s properties?

The filing states that the sale of management agreements is occurring in connection with AlerisLife’s sale of all its assets and wind-down of its business. As part of this process, AlerisLife is transferring the management of 116 senior living communities owned by Diversified Healthcare Trust to seven different operators.

How many Diversified Healthcare Trust communities are affected by the AlerisLife transaction?

The filing specifies that management agreements for 116 senior living communities owned by Diversified Healthcare Trust are being sold by AlerisLife to seven different operators. These 116 communities are the ones directly affected by the change in operators described.

What exhibits did Diversified Healthcare Trust include with this 8-K?

The company included an investor presentation dated September 3, 2025 as Exhibit 99.1, a press release dated September 3, 2025 announcing the management agreement transactions as Exhibit 99.2, and a cover page interactive data file as Exhibit 104 embedded within the Inline XBRL document.

Does this filing change ownership of Diversified Healthcare Trust’s properties?

The filing states that AlerisLife sold the management agreements for 116 senior living communities that are owned by Diversified Healthcare Trust. It describes a change in management agreements and operators, while continuing to refer to the communities as owned by Diversified Healthcare Trust.