Equity Commonwealth Files Preliminary Proxy in Connection with Proposed Plan of Sale and Dissolution of the Company
September 19 2024 - 4:20PM
Business Wire
Equity Commonwealth (NYSE: EQC) (the “Company”) today announced
that it has filed a preliminary proxy statement (the “Preliminary
Proxy”) with the U.S. Securities and Exchange Commission (the
“SEC”) related to a special shareholder meeting for the following
purpose: (i) to consider and vote upon the Plan of Sale and
Dissolution of the Company (the “Plan of Sale”), including the
wind-down and complete liquidation of the Company, and the
dissolution and termination of the Company, including the
establishment of a Liquidating Entity (as defined in the
Preliminary Proxy), and (ii) on an advisory, non-binding basis, to
consider and vote upon compensation that may become payable by the
Company to its named executive officers in connection with the Plan
of Sale.
The Plan of Sale, which the Company’s Board of Trustees has
determined is in the best interests of the Company and its
shareholders, authorizes the Company to sell all of its remaining
properties, wind-down the Company’s affairs and distribute the net
proceeds to shareholders.
After receiving clearance from the SEC, the Company will file a
definitive proxy statement (the “Definitive Proxy”), which will be
sent to shareholders. The Definitive Proxy will contain details of
the special shareholder meeting (the “Special Shareholder
Meeting”), including the record date, the meeting date and how
shareholders can participate in and vote at the meeting.
About Equity Commonwealth
Equity Commonwealth is a Chicago based, internally managed and
self-advised real estate investment trust (REIT) with commercial
office properties in the United States. EQC’s portfolio is
comprised of four properties totaling 1.5 million square feet.
Regulation FD Disclosures
We use any of the following to comply with our disclosure
obligations under Regulation FD: press releases, SEC filings,
public conference calls, or our website. We routinely post
important information on our website at www.eqcre.com, including
information that may be deemed to be material. We encourage
investors and others interested in the company to monitor these
distribution channels for material disclosures.
Forward-Looking Statements
Some of the statements contained in this press release
constitute forward-looking statements within the meaning of the
federal securities laws. Any forward-looking statements contained
in this press release are intended to be made pursuant to the safe
harbor provisions of Section 21E of the Securities Exchange Act of
1934, as amended. Forward-looking statements relate to
expectations, beliefs, projections, future plans and strategies,
anticipated events or trends and similar expressions concerning
matters that are not historical facts. You can identify
forward-looking statements by the use of forward-looking
terminology, including but not limited to, “may,” “will,” “should,”
“could,” “would,” “expects,” “intends,” “plans,” “anticipates,”
“believes,” “estimates,” “predicts,” or “potential” or the negative
of these words and phrases or similar words or phrases which are
predictions of or indicate future events or trends and which do not
relate solely to historical matters. You can also identify
forward-looking statements by discussions of strategy, plans or
intentions.
The forward-looking statements contained in this press release
reflect our current views about future events and are subject to
numerous known and unknown risks, uncertainties, assumptions and
changes in circumstances that may cause our actual results to
differ significantly from those expressed in any forward-looking
statement. We do not guarantee that the transactions and events
described will happen as described (or that they will happen at
all). We disclaim any obligation to publicly update or revise any
forward-looking statement to reflect changes in underlying
assumptions or factors, of new information, data or methods, future
events or other changes. For a further discussion of these and
other factors that could cause our future results to differ
materially from any forward-looking statements, see the section
entitled “Risk Factors” in our most recent Annual Report on Form
10-K and subsequent quarterly reports on Form 10-Q.
Additional Information and Where to Find It
This communication is not a substitute for the Definitive Proxy
or any other document that the Company has filed or may file with
the SEC or send to the Company’s shareholders in connection with
the Special Shareholder Meeting. The Definitive Proxy and any such
other document will be made available to the Company’s shareholders
at no expense to them and copies may be obtained free of charge on
the Company’s website at www.eqcre.com or on the SEC’s website at
www.sec.gov. Shareholders of the Company are urged to read the
Definitive Proxy and any other relevant materials when they become
available before making any voting or investment decision with
respect to the proposed Plan of Sale because they will contain
important information about the Company and the proposed Plan of
Sale.
Participants in the Proxy Solicitation
The Company and its trustees and executive officers may be
deemed to be participants in the solicitation of proxies of the
Company shareholders in connection with the Special Shareholder
Meeting. Shareholders may obtain more detailed information
regarding the names, affiliations and interests of the Company’s
trustees and executive officers by reading the Preliminary Proxy
and, when they become available, the Definitive Proxy and other
relevant materials that will be filed with the SEC by the Company
in connection with the Special Shareholder Meeting.
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version on businesswire.com: https://www.businesswire.com/news/home/20240919348677/en/
Bill Griffiths (312) 646-2801 ir@eqcre.com
Equity Commonwealth (NYSE:EQC)
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