NEWTON, Mass., Jun 22, 2009 (BUSINESS WIRE) -- After the close of business on Friday, June 19, 2009, RMR Hospitality
and Real Estate Fund (NYSE Amex: RHR) was reorganized into RMR Real
Estate Income Fund (NYSE Amex: RIF).
On Friday, June 19, 2009, the closing net asset value per share ("NAV")
of common stock for RHR was $2.99 and for RIF was $17.17. Since the
reorganization was based on the relative NAVs of these funds, the
reorganization conversion ratio resulted in RHR common shareholders
receiving 0.174 shares of RIF common stock for each share of RHR common
stock they previously held. Common shareholders of RHR may receive
fractional shares in connection with the reorganization.
RMR Real Estate Income Fund trades on the NYSE Amex using the ticker
symbol "RIF". RIF's NAV will be reported under the ticker "XRMRX" until
further notice.
As a result of the reorganization, preferred shareholders of RHR
received an equivalent number of shares of a new series of RIF preferred
stock, "Series Th". The auction date, rate period, dividend payment date
and liquidation preference per share of the RIF preferred stock, Series
Th, received by RHR preferred shareholders in the reorganization is the
same as the RHR preferred stock, Series Th, that RHR preferred
shareholders exchanged in the reorganization.
The CUSIP numbers of the RIF common stock and preferred stock are
different from the CUSIP numbers of the RHR common stock and preferred
stock, respectively. RIF's common stock CUSIP number is 74964K609 and
RIF's preferred stock, Series Th, CUSIP number is 74964K500.
As previously announced, common shareholders of record of RHR will
receive the following final cash distribution consisting of the fund's
estimated undistributed federal investment company taxable income and
net capital gains:
|
Record Date
| | | |
Pay Date*
| | | |
Amount Per Share
|
|
June 18, 2009
| | | |
June 30, 2009
| | | |
$0.0222
|
*On or about.
RHR has substantial investments in real estate investment trusts.
Because real estate investment trusts generally classify distributions
to RHR subsequent to the end of each calendar year as ordinary income,
net capital gain or return of capital, it is expected that some portion
of the distribution declared by RHR may be similarly characterized for
tax purposes subsequent to this year end.
The existing common shares and preferred shares of RHR will be cancelled
and the fund will be dissolved under applicable state law as soon as
practicable.
Also, as previously announced, subject to the satisfaction of certain
conditions set forth in each Agreement and Plan of Reorganization, the
reorganization of each of RMR Preferred Dividend Fund (NYSE Amex: RDR)
and RMR Dividend Capture Fund (NYSE Amex: RCR) with RIF are currently
expected to close after the end of business on the following dates:
-
RCR: Monday, June 22, 2009
-
RDR: Tuesday, June 23, 2009
Details of the common share conversions and dividend payment amounts, if
any, will be determined after the end of business on each of the
aforementioned closing dates and will be announced by press release
prior to the beginning of trading on the NYSE Amex on the first business
day following each closing date.
This communication is not intended to, and shall not, constitute an
offer to purchase or sell shares of any of the RMR Funds, including RIF,
the surviving fund in the reorganizations. Investors and security
holders of the funds are urged to read the Joint Proxy
Statement/Prospectus and other documents filed with the U.S. Securities
and Exchange Commission ("SEC") carefully in its entirety because it
contains important information about the proposed reorganizations.Investors
should consider the investment objectives, risks, charges and expenses
of their fund(s) carefully and consider in its entirety the Joint Proxy
Statement/Prospectus that contains important information regarding the
investment objectives, risks, charges, expenses and other important
information about RIF.
Investors may obtain free copies of the Joint Proxy Statement/Prospectus
and other documents filed with the SEC at the SEC's web site at www.sec.gov.
In addition, free copies of the Joint Proxy Statement/Prospectus and
other documents filed with the SEC may also be obtained by directing a
request to: RMR Advisors, Inc., 400 Centre Street, Newton, MA, 02458 or
by calling: (617) 796-8253.
WARNING REGARDING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE
MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND
OTHER FEDERAL SECURITIES LAWS.THESE FORWARD LOOKING STATEMENTS
ARE BASED UPON THE PRESENT BELIEFS AND EXPECTATIONS OF THE FUNDS
IDENTIFIED IN THIS PRESS RELEASE.HOWEVER, THESE FORWARD LOOKING
STATEMENTS AND THEIR IMPLICATIONS ARE NOT GUARANTEED TO OCCUR AND THEY
MAY NOT OCCUR FOR VARIOUS REASONS.FOR EXAMPLE:
- THIS PRESS RELEASE STATES THAT RCR AND RDR MAY BE REORGANIZED WITH
RIF. IN FACT, THESE REORGANIZATIONS MAY NOT OCCUR FOR VARIOUS REASONS
INCLUDING: (I) BECAUSE OF CHANGED CIRCUMSTANCES, THE FUNDS' BOARDS, OR
CERTAIN OF THEM, MAY DECIDE NOT TO PROCEED WITH THESE REORGANIZATIONS;
OR (II) THE CONDITIONS SET FORTH IN EACH AGREEMENT AND PLAN OF
REORGANIZATION AS DESCRIBED IN THE JOINT PROXY STATEMENT/PROSPECTUS
MAY NOT BE MET.
FOR THESE AND OTHER REASONS INVESTORS ARE CAUTIONED NOT TO PLACE
UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS IN THIS PRESS RELEASE.
SOURCE: RMR Funds
RMR Funds
Timothy A. Bonang, 617-796-8253
Director of Investor Relations
or
Carlynn Finn, 617-796-8253
Manager of Investor Relations
www.rmrfunds.com
Copyright Business Wire 2009