Prime Group Realty Trust Declares Quarterly Series ''B'' Preferred Dividend and Sets Record and Payment Dates for Previously Con
03 Juin 2005 - 9:37PM
Business Wire
Prime Group Realty Trust (NYSE:PGE)(the "Company") announced that
at a Board of Trustees' meeting held on June 2, 2005, the Company's
Board declared a distribution of $0.5625 per share on the Company's
Series "B" Preferred Shares to preferred shareholders of record as
of June 15, 2005, payable on the earlier of (i) the closing of the
previously disclosed proposed merger of the Company with and into
an affiliate of The Lightstone Group, LLC ("Lightstone"), currently
anticipated to be on June 28, 2005, or (ii) July 29, 2005. Under
the Company's Charter, this distribution is deemed to be a
quarterly distribution that relates to the first quarter 2004
distribution period, the earliest accrued but unpaid quarterly
distribution on the Series "B" Preferred Shares. In addition,
pursuant to the terms of the previously disclosed agreement and
plan of merger with affiliates of Lightstone, the Company's Board
of Trustees, at a Board meeting held on February 16, 2005,
conditionally declared distributions to holders of the Series "B"
Preferred Shares for each quarter for which a quarterly
distribution has accrued and remains unpaid and for the entire
quarter in which the completion of the proposed merger with
Lightstone occurs, regardless if such distribution has fully
accrued. The Company agreed to pay these distributions only if the
proposed merger with Lightstone is completed. The result of the
conditional declaration is that, (i) upon and in the event the
proposed merger with Lightstone is completed on or prior to June
30, 2005, the holders of Series "B" Preferred Shares will receive
an additional distribution of $2.8125 per share (not including the
unconditional distribution described in the foregoing paragraph),
or (ii) upon and in the event the proposed merger with Lightstone
is completed after June 30, 2005, the holders of Series "B"
Preferred Shares will receive an additional distribution of $3.3750
per share (not including the unconditional distribution described
in the foregoing paragraph). At the June 2, 2005 meeting, the Board
of Trustees determined the date for the payment of these
conditionally declared distributions to be the date on which the
proposed merger with Lightstone is completed and the payment of
such distributions to be made to holders of record on the date ten
days' prior to the date the proposed merger with Lightstone is
completed. If the date ten days' prior to the date the proposed
merger with Lightstone is completed is not a business day, the
business day next preceding such date will be the record date. If
the proposed merger with Lightstone is completed and these
distributions are paid, all previously accrued and unpaid quarterly
dividends on the Series "B" Preferred Shares will have been paid.
Accordingly, the total of the distributions described in the
foregoing two paragraphs to the holders of the Series "B" Preferred
Shares will be (i) $3.3750 per share if the proposed merger with
Lightstone closes on or before June 30, 2005, or (ii) $3.9375 per
share if the merger closes after June 30, 2005. The completion of
the proposed merger with Lightstone is subject to, among other
things, a number of customary conditions including the approval of
a majority of the holders of the Company's common shares. A special
meeting of the holders of the Company's common shares to consider
the proposed merger with Lightstone has been called for June 28,
2005, to be held at 11:30 a.m. at the offices of the Company's
outside legal counsel, Winston & Strawn LLP, 35 West Wacker
Drive, 35th Floor, Conference Room 35A, Chicago, Illinois. With
respect to the payment of the Series "B" distributions referred to
above, there can be no assurance as to the timing and amounts of
any future distributions, including the conditionally declared
distributions which will be paid only upon completion of the
proposed merger with Lightstone, and the payment of any preferred
distributions at that time should not be construed to convey any
degree of certainty with respect to future distribution payments.
Management and the Company's Board of Trustees review the Company's
cash position and the Company's requirements for cash reserves each
quarter prior to making any decision with respect to paying
distributions. About the Company Prime Group Realty Trust is a
fully-integrated, self-administered, and self-managed real estate
investment trust (REIT) that owns, manages, leases, develops and
redevelops office and industrial real estate, primarily in
metropolitan Chicago. The Company owns 11 office properties
containing an aggregate of 4.6 million net rentable square feet,
one industrial property comprised of approximately 120,000 square
feet, three joint venture interests in office properties totaling
2.8 million net rentable square feet, and approximately 6.3 acres
of land suitable for new construction. To learn more, visit the
company website at www.pgrt.com. This press release contains
certain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that reflect
management's current views with respect to future events and
financial performance. The words "believes", "expects",
"anticipates", "estimates", and similar words or expressions are
generally intended to identify forward-looking statements. Actual
results may differ materially from those expected because of
various risks and uncertainties, including, but not limited to,
changes in general economic conditions, adverse changes in real
estate markets as well as other risks and uncertainties included
from time to time in the Company's filings with the Securities and
Exchange Commission. In connection with the proposed merger with
Lightstone, the Company filed a definitive proxy statement and
other materials with the Securities and Exchange Commission on May
23, 2005. INVESTORS ARE URGED TO READ THE PROXY STATEMENT AND OTHER
MATERIALS BECAUSE THEY CONTAIN IMPORTANT INFORMATION. The Company
and its officers and trustees may be deemed to be "participants" in
the solicitation of proxies with respect to the proposed merger
with Lightstone. Information regarding such individuals is included
in the Company's proxy statements (including the proxy statement
relating to the proposed merger with Lightstone) and Annual Reports
on Form 10-K previously filed with the Securities and Exchange
Commission. Investors may obtain a free copy of the proxy statement
and other relevant documents as well as other materials filed with
the Securities and Exchange Commission concerning the Company and
these individuals at the Securities and Exchange Commission's
website at http:www.sec.gov. These materials and other documents
may also be obtained for free from: Prime Group Realty Trust, 77
West Wacker Drive, Suite 3900, Chicago, Illinois 60601, Attn:
Investor Relations.
Prime Realty (NYSE:PGE)
Graphique Historique de l'Action
De Août 2024 à Sept 2024
Prime Realty (NYSE:PGE)
Graphique Historique de l'Action
De Sept 2023 à Sept 2024