New Leases

Prime Group Realty Trust Series B Preferreds are being delisted and deregistered. This forum is for PGE-PB shareholders and will archive posts from the Yahoo PGE-PB message board.
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lawfox
Posts: 55
Joined: Fri Apr 02, 2010 8:44 am

New Leases

Post by lawfox » Sat Dec 10, 2011 10:22 am

The AMA has agreed to lease 275,000 and Latham & Watkins and SmithBucklin have signed letters of intent for 160,000 and 100,000, respectively. This nearly fully leases the building.
None of this was included in the valuation provided by Duff & Phelps.
I suggest that when the tender offer material arrives, one may respond by writing back and requesting a fair, accurate and complete valuation which includes income from the parking structure, among other relevant things.
Apparently, company executives provided selective data which predetermined the result of the first valuation. For instance; Did Duff & Phelps consider the siphoned off funds for executive pay and bonuses and the pre-paid legal fees($5,000,000 retainer for five years)? Did they consider the savings from delisting from NYSE?
Let them know that time is of the essence because you want to seriously consider the Five Mile Capital Partners' offer. One might also call the company and Five Mile and explain the situation. Before an informed and intelligent decision can be made, one must receive a current, valid, substantiated and complete valuation. We have not received one.
It could be that the plaintiffs in the Caspian/Rameson lawsuit were duped into agreeing to tender their shares without the benefit of this knowledge.
I am long and holding 18,000 preferred shares.

lawfox
Posts: 55
Joined: Fri Apr 02, 2010 8:44 am

SEC Complaint

Post by lawfox » Fri Dec 23, 2011 7:42 pm

A similar case has been filed alleging, among other things, a company and CEO stated misleading valuations of stock, failed to update valuations considering significant events that occured before the valuations, senior executives knowingly witheld information from shareholders and the third party evaluator (in our case Duff & Phelps), provided information that was materially misleading to shareholders, providing artifically low valuations to shareholders.
In our case, we have never received a complete, current and accurate valuation. The tender offer from Five Mile incorporates the Duff & Phelps valuation procured and produced by our employees based upon selective limited information. Expressly excluded from the valuations are any assets and income paid to our affiliates. Who are our affiliates? As best I can tell, they include a receptacle for parking garage receipts and management fees. Other assets excluded by D&P are the secular account (several million for CEO and other senior executives' bonuses and salaries) and the prepaid layer fees ($5 million)
The D&P valuation failed to include the three new major leases. $2.3 million management fee is due to be paid to us in the first quarter of 2012. No information has been released by the company about the Latham & Watkins and SmithBucklin leases which should result in a simialr management fee. And then 4 (four) percent. Shareholders cannot make a knowing and intelligent decision regarding the tender offer without full disclosure of relevant and material and timely information.
Repeating half truths does make them truths!
Also, recall that large shareholders were offered differential compensation and/or opportunities to participate in the Five Mile joint venture in exchange for their votes for the merger to the exclusion of smaller shareholders.
Common shares were issued for the sole purpose of subverting the preferred shareholders' clear position in oppposition.
Company senior executives and trusttes formed a competing company, Riverview, LLC.
The case is SEC v Stiefel Laboratories, Inc and Charles W Stiefel Case Number 1:11-cv-24438, filed in the Southern District Florida on 12/12/2011.
Do this:
Contact SEC in Chicago and tell them what you know. Refer SEC to the company website for company materials, yahoo message board for our discussions and this site, REITWRECKS.com Be sure to tell them the number of shares you hold.
Call PGRT and request all relevant information, including all documents referred to in the D&P valuations and Proxy material.
Call Five Mile and tell them you need more information to decide whether to accept their offer.

This is not legal advice just the position of a longterm preferred shareholder.

lawfox
Posts: 55
Joined: Fri Apr 02, 2010 8:44 am

Re: New Leases

Post by lawfox » Tue Dec 27, 2011 11:24 am

I meant to say, "Repeating half truths does NOT make them truths."
The Konstand case is now in the Illinois Supreme Court.
Hopefully the judges there do not suffer from myopathy.
Be sure to contact the SEC in Chicago.

michaelwalker
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Joined: Sat Mar 24, 2012 12:31 am
Location: 303 Timberwood Cir Lafayette, LA 70508-5853

Re: New Leases

Post by michaelwalker » Sat Mar 24, 2012 12:40 am

What are the latest updates regarding this Konstand case???

sandrafedora
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Joined: Fri Apr 26, 2013 2:42 am
Location: 448 Josephine Dr, Grants Pass, AL 35226

Re: New Leases

Post by sandrafedora » Fri Apr 26, 2013 2:52 am

There are no updates yet. Let us see whether this time the law stands out to be powerful or the lawyers.

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lawfox
Posts: 55
Joined: Fri Apr 02, 2010 8:44 am

Case update

Post by lawfox » Fri May 17, 2013 12:42 pm

The Honorable Judge Kennelly refused to dismiss the case last week. Although, a couple of counts against PGRT and Five Mile were dismissed.
The case is viable against Five Mile, the individual trustees and officers for breach of fiduciary duties as well as an unjust enrichment claim against Five Mile.
We have a hearing on 23 May at 9:30AM.
Our case number is 12 C 9350 in the United States District Court for the Northern District of Illinois.
Don't Give Up the Ship!

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