By Business Wire, March 13, 2013, 03:43:00 PM EDT
NEWTON, Mass.--(BUSINESS WIRE)--
CommonWealth REIT (NYSE:CWH) today announced that it urges shareholders
to take no action at this time regarding the preliminary consent
solicitation statement that was filed earlier today by Corvex Management
LP ("Corvex") and Related Fund Management, LLC ("Related") with the
Securities and Exchange Commission ("SEC"). Corvex and Related are
proposing to remove all five members of CWH's Board of Trustees by
shareholder written consent, but have not proposed any replacement
trustees. The CWH Board of Trustees will carefully consider and evaluate
the Corvex/Related filings and will communicate with CWH's shareholders
in due course.
The Company, its trustees and certain of its executive officers and Reit
Management & Research LLC and certain of its directors, officers and
employees may be deemed to be participants in the solicitation of
consent revocations from shareholders in connection with the consent
solicitation being conducted by Corvex Management LP and Related Fund
Management, LLC (the "Consent Solicitation"). On February 25, 2013, the
Company filed a proxy statement with the SEC in connection with the
solicitation of proxies for its 2013 Annual Meeting and intends to file
a preliminary and definitive consent revocation statement in response to
the Consent Solicitation. The Company will furnish a definitive consent
revocation statement to its shareholders, together with a consent
revocation card. SHAREHOLDERS ARE URGED TO READ THE CONSENT
REVOCATION STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO)
AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY WILL FILE WITH THE SEC
WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. Additional information regarding the identity of these
potential participants and their direct or indirect interests, by share
holdings or otherwise, is set forth in the proxy statement for the 2013
Annual Meeting and will be set forth in the consent revocation statement
and other materials to be filed with the SEC in connection with the
Consent Solicitation.
Shareholders will be able to obtain, free of charge, copies of the
consent revocation statement and any other documents to be filed by the
Company with the SEC in connection with the Consent Solicitation at the
SEC's website (http://www.sec.gov), at the Company's website
(http://www.cwhreit.com) or by requesting materials from Timothy Bonang,
by phone at (617) 796-8222, or by mail at Two Newton Place, 255
Washington Street, Newton, MA 02458.
WARNING CONCERNING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE INCLUDES FORWARD LOOKING STATEMENTS WITHIN THE
MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND
OTHER SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON
CWH'S PRESENT BELIEFS AND EXPECTATIONS, BUT THESE FORWARD LOOKING
STATEMENTS ARE NOT GUARANTEED. FOR EXAMPLE, THE RISKS AND
UNCERCERTAINTIES INCLUDE, BUT ARE NOT LIMITED TO, THE COSTS OF REVIEWING
AND RESPONDING TO THE CONSENT SOLICITATION, AND OTHER IMPACTS ON THE
COMPANY'S OPERATIONS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE
RELIANCE UPON FORWARD LOOKING STATEMENTS.
A Maryland Real Estate Investment Trust with transferable shares of
beneficial interest listed on the New York Stock Exchange.No
shareholder, Trustee or officer is personally liable for any act or
obligation of the Trust.
Source: CommonWealth REIT