Government Properties Income Trust and Select Income REIT Announce Agreement to Merge

 
S&W Press Release
September 24, 2018

Boston, MA, September 24, 2018 - Sullivan & Worcester LLP is representing Government Properties Income Trust (Nasdaq:GOV) with respect to its definitive merger agreement with Select Income REIT (Nasdaq:SIR), pursuant to which SIR will merge with and into GOV, with GOV surviving the merger under a new name, Office Properties Income Trust (Nasdaq:OPI), a REIT that is focused on owning, operating and leasing office buildings primarily leased to single tenants and high credit quality tenants like government entities. OPI will continue to be managed by a subsidiary of The RMR Group Inc. (Nasdaq:RMR), and is expected to have increased scale, enhanced diversification and a broader investment strategy.

As part of the merger transactions, S&W will also represent GOV in its sale to the public of its 27.8% ownership interest in SIR, and with respect to the distribution by SIR to SIR’s shareholders of its 69.2% ownership interest in Industrial Logistics Properties Trust (Nasdaq: ILPT), a REIT that is focused on owning warehouse distribution and e-commerce fulfillment facilities throughout the United States and which was spun off from SIR earlier this year. The transaction is expected to be completed in late 2018 or early 2019, subject to GOV and SIR shareholder approval and other conditions. The negotiation and execution of the merger agreement and related documents were made possible by countless contributions from a number of members of S&W’s corporate, tax and real estate departments, as well as our first year associates, and there is still significant work to be done.

About Sullivan & Worcester LLP
Sullivan & Worcester is a leading corporate law firm advising clients ranging from Fortune 500 companies to emerging businesses. With more than 200 lawyers in Boston, London, New York and Washington, D.C., the firm offers services in a wide range of areas, including corporate finance, banking, trade finance, securities and mutual funds, litigation, mergers and acquisitions, intellectual property, tax, real estate and REITs, private equity and venture capital, bankruptcy, environment and natural resources, renewable energy and water resources, regulatory law, and employment and benefits. ZAG-S&W — a joint venture between Israel-based Zysman, Aharoni, Gayer & Co. and Sullivan & Worcester — provides counsel to Israel-based companies and U.S. companies with Israeli interests on a variety of legal matters including access to capital markets, corporate issues, and tax. For more information please visit www.sandw.com

Contact
Heather Barry
617 338 2464
hbarry@sandw.com