How to deal with the OPCO shareholders raises some pretty tough moral, legal and business issues.
PZN can stiff them completely: declare the 134MM note from OPCO in default, declare the rents in default and probably take everything (contracts) back. The legal proceedings would be gruesome, and I suspect a whole new set of lawsuits would be generated (from OPCO shareholders, from OPCO's lenders and from PZN shareholders who would witness a de-REITing without a vote). It would probably also screw up the PacLife deal. Much worse, however, would be the impact on existing contracts. Some might be terminated and others not renewed. The bread and butter of this company must be protected.
The only OPCO shareholders who put money in it were Baron and Sodexho, who already had substantial positions in old CCA and/or old PZN. To that extent, they've suffered along with the rest of us. At least none of us had to cough up cash for OPCO. I think we're lucky they will step out of the way for their cash investment.
The other shareholders were management and employees. They had to pay tax on the stock they got, so they effectively coughed up cash, too. With one or two exceptions, they were innocent bystanders and ought to at least be able to cover their taxes.