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Currently Land & Buildings Investment decision Management LLC (collectively with its affiliates, “Land & Buildings”), a sizeable shareholder of Condominium Financial investment and Management Company (“AIV” or the “Company”) (NYSE: AIV), introduced that a primary proxy advisory organization, Institutional Shareholder Companies Inc. (“ISS”), has suggested that shareholders vote FOR on the GOLD request card to consent to phone a particular meeting of the Company’s shareholders (the “Special Assembly,” or the “Meeting”) to keep an advisory vote on AIV’s planned separation of its enterprise into two, independent and distinctive, publicly traded corporations, Condominium Revenue REIT (“AIR”) and Aimco, by means of a reverse spin-off.
In concluding that a Exclusive Conference is warranted, ISS noted the adhering to1:
“Given the certainty of tax and uncertainty of advantage, allowing shareholders to express their views faster somewhat than afterwards could be constructive to each sides. If shareholders share L&B’s issues, that could notify the company that it requirements to choose steps to allay these fears.”
“On equilibrium, the strategic inquiries surface adequately weighty, notably in the context of an irreversible strategic conclusion and tax bill, that shareholder consent FOR the proposal to get in touch with a particular assembly is warranted.”
“[T]listed here are many corporate governance problems, especially as it relates to shareholder rights… The earlier mentioned considerations, put together with the chairman’s prospective conflicts of curiosity each as a unit holder and as the expected chairman of both entities publish spin-off, no matter if perceived or true, recommend that strengthening shareholders’ capability to voice their viewpoints would gain all constituents.”
ISS also commented on AIV’s general performance and lack of reliability with traders, writing:
“AIV’s uninspiring share value performance because the announcement raises the dilemma of board reliability with investors.”
“Looking at extended expression developments, it seems that the market has extended been unconvinced by the firm’s final results.”
“The inventory underperformance ahead of and after the announcement of the proposed spin-off is puzzling in gentle of the board’s assertion that it is unlocking shareholder value and that it often interacts with shareholders, like partaking with much more than 70 p.c of outstanding shares in 2020, and raises the issues of shareholders’ accurate help for the board’s approach and this certain transaction.”
Jonathan Litt, Land & Properties Founder & Chief Expenditure Officer, stated: “We are happy that ISS agrees that AIV shareholders ought to have to voice their viewpoint on what we think is an enormously price damaging spin-off. As we have continuously stated, this would be a non-binding vote but would be remarkably instructive for the Company as it considers likely paths ahead.
Notably, Chairman and CEO Considine continues to display his blatant disregard for shareholders, as is laid bare in the Company’s announcement last night (in its Q3 earnings press release) that it created a $50 million unrelated investment in a Lifetime Science business enterprise affording him the opportunity to be involved with hugely regarded Lifestyle Science executives at the expenditure of AIMCO shareholders, in our watch.
We glimpse ahead to continuing to make our scenario to shareholders to ensure that this sort of an irreversible and harmful transaction are unable to proceed with out a vote.”
1 Authorization to quotation ISS was neither sought nor attained. Emphases extra.
Look at source version on businesswire.com: https://www.businesswire.com/information/house/20201030005555/en/
Resource: Land & Structures Investment Administration LLC
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