NorthStar Healthcare supplements proxy disclosures for Welltower merger amid stockholder litigation

NorthStar Healthcare Income, Inc.

Four demand letters and two complaints filed in NY Supreme Court challenge adequacy of merger disclosures.
Company voluntarily supplements proxy with details on confidentiality agreements, go-shop process, and no competing bids.
Welltower's initial $3.03/share bid on Nov 15, 2024 noted as 'best and final'; no management post-closing employment expected.
Supplement includes peer group valuation table, DCF discount rate 10.0%-13.5%, entity cap rates 6.0%-7.0%, and projected NOI/EBITDA through 2029.
Special meeting set for June 4, 2025; stockholder vote on merger with Welltower affiliate still pending.

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