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CommonWealth REIT
(“CommonWealth” or “the Company”) today issued
the following statement in response to the press release issued on April 9,
2013 by Corvex Management LP and Related Fund Management, LLC (together, “the
Corvex/Related Group”):
As a Maryland real estate investment trust, we appreciate the Maryland
Legislature's recent consideration of a technical amendment to clarify the
State's Unsolicited Takeover Act. We believe it would have been most efficient
for the Maryland Legislature, rather than the Courts, to clarify the intent of
the law. We are confident that CommonWealth would be protected by the 1999
Maryland Antitakeover Law, if the CommonWealth Board of Trustees chooses to
opt-in; however, consistent with its fiduciary duty, the Board continues to
evaluate its options.
At CommonWealth, we remain focused on successfully executing on our business
plan to enhance value for all CommonWealth shareholders. Specifically,
CommonWealth is positioning itself to best capitalize on a rebound in the
office building real estate market by realigning the portfolio more towards
large Class A office properties in urban or CBD, locations and away from
suburban office and industrial properties; enhancing CommonWealth's financial
strength by taking actions to pay down indebtedness.
As previously announced, the CommonWealth Board of Trustees, in collaboration
with its advisors, continues to review both the Corvex/Related Group's consent
solicitation and the proposals and demands outlined in its March 28, 2013
letter. Consistent with its fiduciary duties, the CommonWealth Board of
Trustees will pursue the course of action that it believes is in the best
interests of CommonWealth and its shareholders.
The CommonWealth Board notes that, despite having more than one month to
secure and obtain debt or equity financing to fund their purported offer from
February 27, 2013, the Corvex/Related Group does not appear to have done so
prior to making its latest purported offer. The CommonWealth Board also notes
that it is not surprised by the Corvex/Related Group's statements given their
continued efforts to seize control of the Company through their purported
offer of $24.50 per share, which is significantly lower than the approximately
$40 to $55 per share value they placed on CommonWealth as of February 25,
2013. Lastly, the Board believes that removal of the entire CommonWealth Board
of Trustees would disrupt the continued successful execution of Commonwealth's
strategic plan and only advance the interests of the Corvex/Related Group at
the expense of all CommonWealth shareholders.
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