Prime Group Realty Trust Announces Approval Of Merger With Five Mile Capital Partners At Special Meeting Of Common And Series B Preferred Shareholders Held December 5, 2012
Prime Group Realty Trust (OTC PINK: PMGEP) (the “Company”) announced today that the Company’s common and Series B preferred shareholders approved the merger of the Company (the “Merger”) with an affiliate of Five Mile Capital Partners LLC (“Five Mile”), a Connecticut-based alternative investment and asset management company at a special meeting held in Chicago. Under Maryland law and the Company’s charter, the affirmative vote of the holders of a majority of the Company’s 6,250,000 outstanding common shares and at least 2/3rds of the Company’s 4,000,000 outstanding Series B preferred shares were required to approve the Merger. (Five Mile holds 100% of the Company’s outstanding common shares and 65.41% of the Series B preferred shares.) At today’s special meeting, the Merger received the requisite votes required for approval: All of the common shares of the Company, consisting of 6,250,000 common shares, voted in favor of the Merger, and the vote of the Series B preferred shares was 2,955,285 preferred shares in favor of the Merger (including all shares owned by Five Mile), 90,608 preferred shares against the Merger, and 600 abstentions. Accordingly, the Merger was approved by 97% of the Series B preferred shares voting at the meeting and 74% of the total number of issued and outstanding Series B preferred shares.
As previously announced, on November 21, 2012, Ms. Patricia Fox (the “plaintiff”) filed a putative class action lawsuit in the United States District Court for the Northern District of Illinois against the Company, the Company’s trustees and Five Mile and various of its affiliates. Plaintiff seeks declaratory and injunctive relief, including enjoining the completion of the proposed Merger. The Company believes that the allegations contained in the complaint are without merit and is defending the action vigorously. The Company and Five Mile will delay the closing of the Merger until the earlier of December 13, 2012 or the resolution of plaintiff’s motion for a preliminary injunction.
Select the service that is right for you!COMPARE ALL SERVICES
Jim Cramer and Stephanie Link actively manage a real portfolio and reveal their money management tactics while giving advanced notice before every trade.
- $2.5+ million portfolio
- Large-cap and dividend focus
- Intraday trade alerts from Cramer
- Weekly roundups
Access the tool that DOMINATES the Russell 2000 and the S&P 500.
- Buy, hold, or sell recommendations for over 4,300 stocks
- Unlimited research reports on your favorite stocks
- A custom stock screener
- Upgrade/downgrade alerts
Jim Cramer's protege, David Peltier, identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.
- Diversified model portfolio of dividend stocks
- Alerts when market news affect the portfolio
- Bi-weekly updates with exact steps to take - BUY, HOLD, SELL
All of Real Money, plus 15 more of Wall Street's sharpest minds delivering actionable trading ideas, a comprehensive look at the market, and fundamental and technical analysis.
- Real Money + Doug Kass Plus 15 more Wall Street Pros
- Intraday commentary & news
- Ultra-actionable trading ideas
Our options trading pros provide daily market commentary and over 100 monthly option trading ideas and strategies to help you become a well-seasoned trader.
- 100+ monthly options trading ideas
- Actionable options commentary & news
- Real-time trading community
- Options TV