Global Medical REIT Inc. Announces Change from Plurality to Majority Voting Standard in the Election of Directors & the Decla...
December 15 2017 - 8:30AM
Business Wire
Global Medical REIT Inc. (NYSE:GMRE) (the “Company”), a Maryland
corporation engaged primarily in the acquisition of licensed,
state-of-the-art, purpose-built healthcare facilities and the
leasing of these facilities to strong clinical operators with
leading market share, today announced the following events:
Majority Voting for the Election of
Directors
On December 14, 2017, the Board of Directors of the Company (the
“Board”) approved an amendment to the Company’s Bylaws to change
the voting standard in an uncontested election of directors from a
plurality standard to a majority standard. In addition, the Board
approved an amendment to the Company’s Corporate Governance
Guidelines to include a director resignation provision. Under the
Company’s amended Corporate Governance Guidelines, a director who
receives less than a majority of the votes cast in an uncontested
election of directors shall tender his or her resignation to the
Board. The Nominating and Corporate Governance Committee of the
Board will then make a recommendation to the Board on whether to
accept or reject the resignation, or whether any other action
should be taken. Within 90 days from the final certification date
of the election results, the Board will decide whether to accept or
reject such resignation or whether other action should be taken,
and the Company will report such decision in a Current Report on
Form 8-K filed with the U.S. Securities and Exchange Commission
(“SEC”).
Please see the Company’s Current Report on Form 8-K to be filed
with the SEC on December 15, 2017 for a more detailed description
of the amendments to the Company’s Bylaws and Corporate Governance
Guidelines.
Jeffrey Busch, the Company’s Chairman and Chief Executive
Officer, commented, “The Board has served the stockholders and
Company with dedication and excellence. They have made an important
difference in the Company’s progress towards achieving its goals.
At the same time, we and the Board believe moving from a plurality
to a majority voting standard strengthens our overall corporate
governance profile and assures accountability to stockholders.”
Henry Cole, the Company’s Lead Independent Director, commented,
“This change codifies standards to which the Board has been and are
fully dedicated. It is important that we confirm to the Company’s
stockholders their critical role in the election of directors, and
we believe the steps taken today accomplish that goal.”
Declaration of 4th Quarter Common
Stock and Preferred Dividends
The Company announced today that its Board of Directors
authorized:
- a $0.20 per share cash dividend to
common stockholders of record as of December 26, 2017, to be paid
on January 10, 2018. This dividend represents the Company’s fourth
quarter 2017 dividend payment to its common stockholders; and
- a $0.46875 per share cash dividend to
holders of its Series A Cumulative Redeemable Preferred Stock,
$0.001 par value per share (the “Series A Preferred Stock”) of
record as of January 15, 2018, to be paid on January 31, 2018. This
dividend represents the Company’s quarterly dividend on its Series
A Preferred Stock for the period from October 31, 2017 through
January 30, 2018.
About Global Medical REIT Inc.
Global Medical REIT Inc. is a Maryland corporation engaged
primarily in the acquisition of licensed, state-of-the-art,
purpose-built healthcare facilities and the leasing of these
facilities to strong clinical operators with leading market share.
The Company intends to produce increasing, reliable rental revenue
by expanding its portfolio, and leasing each of its healthcare
facilities to market-leading operators under a long-term,
triple-net lease. The Company’s management team has significant
healthcare, real estate and public real estate investment trust, or
REIT, experience and has long-established relationships with a wide
range of healthcare providers.
Forward-Looking Statements
This press release contains statements that are “forward-looking
statements” within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
“anticipate”, “believe”, “expect”, “estimate”, “plan”, “outlook”,
and “project” and other similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters. Forward-looking statements should not be read
as a guarantee of future performance or results, and will not
necessarily be accurate indications of the times at, or by, which
such performance or results will be achieved. Forward-looking
statements are based on information available at the time those
statements are made and/or management’s good faith belief as of
that time with respect to future events. These forward-looking
statements are subject to various risks and uncertainties, not all
of which are known to the Company and many of which are beyond the
Company’s control, which could cause actual performance or results
to differ materially from those expressed in or suggested by the
forward-looking statements. These risks and uncertainties are
described in greater detail in the “Risk Factors” section of the
Company’s Annual Report on Form 10-K, as amended by Amendment No. 2
thereto, for the year ended December 31, 2016, which were filed
with the SEC on March 27, 2017 and May 9, 2017, respectively, and
elsewhere in the reports the Company has filed with the SEC,
including statements regarding the Company’s business objectives
and the Company’s ability to pay its dividends in a timely fashion
or at all. Unless legally required, the Company disclaims any
obligation to update any forward-looking statements, whether as a
result of new information, future events or otherwise. The Company
undertakes no obligation to update these statements after the date
of this release.
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version on businesswire.com: http://www.businesswire.com/news/home/20171215005130/en/
Investor Relations CounselThe Equity Group Inc.Jeremy Hellman,
212-836-9626Senior Associatejhellman@equityny.comorAdam Prior,
212-836-9606Senior Vice Presidentaprior@equityny.com
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