SEC Comment Letter 0000000000-23-006751 to DIVERSIFIED HEALTHCARE TRUST (DHC, DHCNI, DHCNL) (CIK 0001075415) (DHC)
DIVERSIFIED HEALTHCARE TRUST (DHC, DHCNI, DHCNL) (CIK 0001075415)
Date: June 23, 2023 · CIK: 0001075415 · Accession: 0000000000-23-006751
AI Filing Summary & Sentiment
File numbers found in text: 001-15319
Referenced dates: June 21, 2023
Letter
United States securities and exchange commission logo June 23, 2023 Andrew Freedman Partner Olshan Frome Wolosky LLP 1325 Avenue of the Americas New York, New York 10019 Re:Diversified Healthcare Trust PRRN14A field June 23, 2023 Filed by Flat Footed LLC and Marc Andersen SEC File No. 001-15319 Dear Andrew Freedman: We have reviewed your revised filing and accompanying response letter and have the following additional comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. PRRN14A filed June 23, 2023 General 1.We note your response to comment three in our last comment letter dated June 21, 2023. Please advise when Flat Footed will amend its Schedule 13D to address this comment and the new disclosure you have added in the proxy statement. 2.We note your response to comment five in our June 21, 2023 comment letter. We have considered your response and while we do not necessarily agree with your analysis or conclusion, we will not comment further at this time.
FirstName LastNameAndrew Freedman Comapany NameOlshan Frome Wolosky LLP June 23, 2023 Page 2 FirstName LastName Andrew Freedman Olshan Frome Wolosky LLP June 23, 2023 Page 2 We remind you that the filing persons are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please direct any questions to Christina Chalk at (202) 551-3263. Sincerely, Division of Corporation Finance Office of Mergers & Acquisitions
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United States securities and exchange commission logo
June 23, 2023
Andrew Freedman
Partner
Olshan Frome Wolosky LLP
1325 Avenue of the Americas
New York, New York 10019
Re:Diversified Healthcare Trust
PRRN14A field June 23, 2023
Filed by Flat Footed LLC and Marc Andersen
SEC File No. 001-15319
Dear Andrew Freedman:
We have reviewed your revised filing and accompanying response letter and have the
following additional comments. In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
Please respond to these comments by providing the requested information or advise us as
soon as possible when you will respond. If you do not believe our comments apply to your facts
and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
PRRN14A filed June 23, 2023
General
1.We note your response to comment three in our last comment letter dated June 21, 2023.
Please advise when Flat Footed will amend its Schedule 13D to address this comment and
the new disclosure you have added in the proxy statement.
2.We note your response to comment five in our June 21, 2023 comment letter. We have
considered your response and while we do not necessarily agree with your analysis or
conclusion, we will not comment further at this time.
FirstName LastNameAndrew Freedman
Comapany NameOlshan Frome Wolosky LLP
June 23, 2023 Page 2
FirstName LastName
Andrew Freedman
Olshan Frome Wolosky LLP
June 23, 2023
Page 2
We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
Please direct any questions to Christina Chalk at (202) 551-3263.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions