Highlands REIT Urges Shareholders to Reject Low-Priced Mini-Tender Offer

The unsolicited bid from MacKenzie Capital Management seeks shares at a steep discount, drawing a clear rebuke from the REIT’s board.

April 22, 2025


Highlands REIT Advises Shareholders Against Discounted Buyout Proposal



On April 21, Highlands REIT posted an important update for shareholders. MacKenzie Capital Management launched a mini-tender offer to buy shares of Highlands REIT common stock at $0.04 per share, minus a $25 transfer fee. The board is urging shareholders to decline.



Here’s what’s happening: MacKenzie didn’t file a Schedule TO with the SEC—the standard protocol for tender offers. That lack of disclosure matters. Without it, shareholders have limited insight into the offer’s full terms and potential risks.



Highlands took quick action to get in front of this. The company published a notice explaining why the board believes shareholders should reject the offer. At the core of their argument is pricing: the offer undervalues the shares. Add in the transfer fee, and the net proceeds get even smaller.

Mini-tender offers often fly under the radar. They target smaller holders and avoid the SEC thresholds that would trigger broader oversight. That’s exactly why Highlands stepped in—to make sure shareholders had the facts before making any decisions.



This isn’t about making the choice for shareholders. It’s about providing timely, relevant information so they can make informed calls about their investment. The board made its position clear: this offer doesn’t reflect the value of the company or its assets.



Highlands continues to operate as a self-managed REIT with legacy assets, and while its stock doesn’t trade on a national exchange, the company is active in communicating with shareholders. This latest update reflects that effort. If you hold shares, the full notice is available on the company’s website, outlining the offer terms and the board’s recommendation.



The takeaway is simple: read the company’s response before you act. If you're considering participating in the offer, take a closer look at the numbers—and the implications.

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