NEW YORK, Nov. 25, 2013 /PRNewswire/ -- Corvex
Management LP ("Corvex") and Related Fund Management, LLC
("Related"), whose separately managed investment funds collectively
own approximately 9.6% of the outstanding shares of CommonWealth
REIT (NYSE:CWH), today announced that they have delivered a formal
notice to CommonWealth and the Arbitration Panel of their intent to
pursue a consent solicitation to remove the entire board of
trustees in accordance with the rules implemented by the
Arbitration Panel ruling on November 18,
2013.
To advance the solicitation effort, Corvex and Related delivered
to CommonWealth a request for a shareholder list to communicate
with their fellow shareholders.
Over the coming days, Corvex and Related will engage in an
active dialogue with shareholders to identify a truly independent
slate of highly qualified nominees who are prepared to work on
behalf of all CommonWealth shareholders.
Keith Meister of Corvex and
Jeff T. Blau of Related said: "These
actions represent the important first step towards removing the
board of trustees and empowering shareholders to take back
CommonWealth. No amount of rhetoric around inadequate,
'to-be-proposed' governance enhancements changes the fact that
CommonWealth's board is run by the same trustees and management
team responsible for what we believe is an abysmal track record of
underperformance and value destruction.
"We believe that the new solicitation process will enable
shareholders to elect truly independent and accountable trustees in
the near term. Over the last several months, we have had
discussions with numerous shareholders regarding potential nominees
and plan to continue those discussions over the coming days. We ask
our fellow shareholders to contact us promptly with any suggestions
regarding potential nominees."
The three-member Arbitration Panel expressly prohibited the
parties from taking any action that is intended or designed to
impede or frustrate, or that has the effect of impeding or
frustrating, the new solicitation process or any action that would
interfere with implementation of the ruling in any way. The
Arbitration Panel will also remain available to resolve any issues
or disputes which may arise regarding compliance with and
implementation of the new solicitation rules.
The full text of the Arbitration Panel's ruling which lays out
the consent solicitation process can be found at
www.shareholdersforcommonwealth.com.
Additional Information Regarding the Solicitation
Corvex Management LP and Related Fund Management, LLC will file
a consent solicitation statement with the Securities and Exchange
Commission (the "SEC") to solicit consents to remove the entire
board of trustees of CommonWealth REIT (the "Company"). Investors
and security holders are urged to read the preliminary consent
solicitation statement in its entirety, and the definitive consent
solicitation statement and other relevant documents when they
become available, because they will contain important information
regarding the solicitation. The preliminary and definitive
solicitation statement and all other relevant documents will be
available, free of charge, on the SEC's website at www.sec.gov.
The following persons are participants in connection with the
consent and proxy solicitation of the Company's shareholders:
Corvex Management LP, Keith Meister,
Related Fund Management, LLC, Related Real Estate Recovery Fund
GP-A, LLC, Related Real Estate Recovery Fund GP, LP, Related Real
Estate Recovery Fund, LP, RRERF Acquisition, LLC, Jeff T. Blau, Richard
O'Toole and David R. Johnson.
Information regarding the participants in the solicitation and a
description of their direct and indirect interests, by security
holdings or otherwise, to the extent applicable, is available in
the consent solicitation statement filed with the SEC on
April 10, 2013, as supplemented by
Supplement No. 1 filed with the SEC on April
12, 2013 and Supplement No. 2 filed with the SEC on
June 20, 2013.
About Corvex Management LP
Corvex Management LP is an
investment firm headquartered in New
York, New York that engages in value-based investing across
the capital structure in situations with identifiable catalysts.
Corvex was founded in March 2011 and
follows an opportunistic approach to investing with a specific
focus on equity investments, special situations and distressed
securities largely in North
America.
About Related Fund Management, LLC
Related Fund
Management, LLC is an affiliate of Related Companies, one of the
most prominent privately-owned real estate firms in the United States. Formed 40 years ago,
Related is a fully-integrated, highly diversified industry leader
with experience in virtually every aspect of development,
acquisitions, management, finance, marketing and sales. Related's
existing portfolio of real estate assets, valued at over
$15 billion, is made up of
best-in-class mixed-use, residential, retail, office and affordable
properties. For more information about Related Companies please
visit www.related.com.
For further information, contact:
Rupal Doshi
Corvex
(212) 474-6750
rdoshi@corvexcap.com
Joanna Rose
Related
(212) 801-3902
jrose@related.com
INVESTORS:
Edward McCarthy / Richard Grubaugh
D.F. King & Co., Inc.
(212) 269-5550
SOURCE Related Companies