May 7, 2020 / 10:16 PM / a month ago

Mack-Cali says Bow Street contest puts company at 'risk' during pandemic

BOSTON (Reuters) - Mack-Cali Realty Corp on Thursday named five new director candidates and said investment firm Bow Street Capital’s plan to seize control of its board puts the real-estate investment trust at “tremendous risk” during the coronavirus outbreak.

Mack-Cali named five independent director candidates to its slate, which already included six incumbent candidates, in a regulatory filing on Thursday. The new nominees are Jamie Behar, Michael Berman, Howard Roth, Gail Steinel and Lee Wielansky.

Mack-Cali took the unusual step of not renominating four directors who were elected to the board last year after having been nominated by Bow Street.

The company also backed its chief executive, Michael DeMarco, saying he is “central to the company’s strategic transformation.”

“Bow Street has not shared a substantive business plan or named a replacement CEO candidate, leaving the company at tremendous risk for disruption and loss of value,” Mack-Cali said in the filing.

A spokeswoman for Bow Street declined to comment.

The fight is noteworthy because the two sides appear ready to proceed to a vote at Mack-Cali’s annual meeting on June 10.

The coronavirus outbreak has prompted many other shareholders and companies in recent weeks to settle their differences quickly to let management teams return to running their companies.

Bow Street, which owns 4.9% of Mack-Cali, called for DeMarco’s ouster in a regulatory filing on Wednesday and said it was speaking with candidates who might replace him.

The investment firm has nominated four new directors, including Bow Street partner Akiva Katz, to run this year to reinforce the four Bow Street directors elected last year to Mack-Cali’s 11-member board. Bow Street also nominated the directors who were elected last year because the company did not put them up for re-election.

Reporting by Svea Herbst-Bayliss; Editing by Dan Grebler

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