Item 1. Legal Proceedings
Item 1. Legal Proceedings.
On July 19, 2023 and July 21, 2023, we and our board of trustees were sued in a lawsuit captioned Steven Weiss v. Diversified Healthcare Trust et al., Case No. 1:23-cv-06236, or the Weiss Action, and a lawsuit captioned John Thompson v. Diversified Healthcare Trust et al., Case No. 1:23-cv-06331, or the Thompson Action, each filed in the United States District Court for the Southern District of New York in connection with the Merger. The complaint in the Weiss Action alleges that we and our board of trustees violated federal securities laws by omitting or misstating material information in the registration statement on Form S-4, as amended, or the Form S-4, filed by OPI with the SEC. The complaint in the Thompson Action alleges that we and our board of trustees violated federal securities laws by omitting or misstating material information in the joint proxy statement/prospectus. The plaintiff in each of the Weiss Action and Thompson Action seeks, among other things, (i) to enjoin the Merger until the alleged deficiencies in the Form S-4 or the joint proxy statement/prospectus, as applicable, are corrected and (ii) attorneys’ and experts’ fees and costs in connection with the lawsuit. We believe that such lawsuits are without merit.
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