The Trustees of Mesabi Trust (NYSE: MSB) today announced that a
quorum was present at its Special Meeting of Trust Certificate
Holders, which was convened on December 20, 2018 (the “Special
Meeting”), and that the Special Meeting has been adjourned until
11:00 A.M., Central Time, on Wednesday, January 23, 2019 at the
offices of Fox Rothschild LLP, 222 South Ninth Street, Suite 2000,
Minneapolis, Minnesota 55402 to allow additional time for further
solicitation of proxies for the Special Meeting.
During the adjournment period, the Trustees of Mesabi Trust will
continue to solicit proxies from its Trust Certificate Holders
requesting approval of Proposal 1 (the appointment of Robin M.
Radke as an individual trustee of Mesabi Trust to succeed Richard
G. Lareau, who is retiring) and Proposal 2 (the approval of an
amendment to the Agreement of Trust which would increase the
minimum compensation payable to each individual Trustee and the
Corporate Trustee). These Proposals are described in further detail
in the proxy statement filed with the Securities and Exchange
Commission on November 9, 2018. No changes have been made in the
proposals to be voted on by unitholders at the Special Meeting. The
Trust's proxy statement and any other materials filed by the Trust
with the SEC remain unchanged and can be obtained free of charge at
the SEC's website at www.sec.gov.
Proposal 3 to approve James A. Ehrenberg as Chairman and Jeffrey
Schoenfeld as Secretary of the Special Meeting, and Proposal 4 to
authorize a motion to adjourn the Special Meeting received the
requisite votes and were approved at the Special Meeting.
Accordingly, the Trust will not be soliciting further proxies for
these proposals.
Only holders of record of units of beneficial interest of Mesabi
Trust at the close of business on November 9, 2018, the record
date, are entitled to notice of, and to vote at, the adjourned
Special Meeting. If a unitholder has previously submitted its proxy
card and does not wish to change its vote, no further action is
required by such holder.
The Trustees encourage all unitholders that have not yet voted
to vote their units by 11:59 p.m., Eastern Time, on Tuesday,
January 22, 2019. If you have not voted, or have misplaced your
proxy materials or are uncertain if you have voted all the shares
you are entitled to vote please see "How You Can Vote," below.
Every single vote counts.
How You Can Vote?
If your Units are registered in your name, you may vote your
Units in person at the Special Meeting by one of the following
methods:
Vote byInternet:
www.proxyvote.com
Use the Internet to transmit your voting
instructions and for electronic delivery of information. Vote by
11:59 P.M. ET on January 22, 2019. Have your proxy card in hand
when you access the web site and follow the instructions to obtain
your records and to create an electronic voting instruction
form.
Vote byTelephone:
1-800-690-6903
Use any touch-tone telephone to transmit
your voting instructions. Vote by 11:59 P.M. ET on January 22,
2019. Have your proxy card in hand when you call and then follow
the instructions.
Vote byMail:
Mark, sign and date your proxy card and
return it in the postage-paid envelope we have provided or return
it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood,
NY 11717.
If your Units are held in "street name," you may receive a
separate voting instruction form with this proxy statement or you
may need to contact your broker, bank or other nominee to determine
whether you will be able to vote electronically using the Internet,
telephone or mobile device.
THE TRUSTEES UNANIMOUSLY RECOMMEND THAT TRUST CERTIFICATE
HOLDERS VOTE “FOR” THE APPOINTMENT OF
MS. RADKE AS AN INDIVIDUAL TRUSTEE OF THE TRUST AND “FOR” THE PROPOSED AMENDMENT TO THE AGREEMENT OF
TRUST.
Favorable ISS and Glass Lewis Recommendations.
Both Institutional Shareholder Services (“ISS”) and Glass,
Lewis & Co. (“Glass Lewis”)(1), the two leading
independent proxy advisory firms whose recommendations are relied
upon by major institutional investment firms and other
institutional shareholders, have recommended that Mesabi Trust
Unitholders vote “FOR” all four of the Trustee’s proposals at the
Special Meeting.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995
This press release contains certain forward-looking statements
as defined in the Private Securities Litigation Reform Act of 1995.
These statements are based on Mesabi Trust’s current expectations
and involve risks and uncertainties, which may cause results to
differ materially from those set forth in the statements. The
forward-looking statements may include statements regarding actions
to be taken by the Trustees of Mesabi Trust, as well as the Trust’s
expectations for the outcome of the votes at the upcoming Special
Meeting. Mesabi Trust undertakes no obligation to publicly update
forward-looking statements, whether as a result of new information,
future events or otherwise. Forward-looking statements should be
evaluated together with the many uncertainties that affect Mesabi
Trust, particularly those mentioned in the risk factors in Item 1A
of our annual report on Form 10-K for the fiscal year ended
January 31, 2018 and in our periodic reports on
Form 10-Q.
Important Additional Information and Where You Can Find
It
The Trustees may be deemed to be participants in a solicitation
of proxies in connection with the matters to be considered at the
Special Meeting. Information regarding the names of Mesabi Trust’s
Trustees and their respective interests in the Trust is set forth
in the Trust’s definitive Proxy Statement for the Special Meeting,
filed with the SEC on November 9, 2018 and other reports filed
by the Trust. These documents are available free of charge at the
SEC’s website at www.sec.gov and on the website of Mesabi Trust at
www.mesabi-trust.com.
THE TRUSTEES URGE MESABI TRUST UNITHOLDERS TO CAREFULLY READ
THE DEFINITIVE PROXY STATEMENT ACCOMPANYING THE WHITE PROXY CARDS
AND ANY OTHER RELEVANT DOCUMENTS THAT THE TRUST MAY FILE WITH
THE SEC, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Copies of the definitive proxy statement, any solicitation
materials and any other documents filed by Mesabi Trust with the
SEC are available free of charge at the SEC’s website at
www.sec.gov. These documents will also be made available free of
charge by contacting the Trust’s proxy solicitor, Georgeson LLC,
toll free at 1-866-628-6079.
__________________________(1) Permission to reference these
reports was neither sought nor obtained.
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version on businesswire.com: https://www.businesswire.com/news/home/20181221005556/en/
Mesabi Trust SHR Unit:Deutsche Bank Trust Company
Americas904-271-2520
Solicitation Agent:Georgeson LLC1-866-628-6079
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