Mack-Cali Files Investor Presentation Urging Stockholders to Reject Bow Street’s Deceptive, Self-Serving Campaign

5/22/19

Mack-Cali Realty Corporation (NYSE: CLI) announced that it filed an investor presentation with the Securities and Exchange Commission in connection with the Company’s 2019 Annual Meeting of Stockholders, scheduled for June 12, 2019 (the "Annual Meeting"). Mack-Cali stockholders of record as of the close of business on April 16, 2019 will be entitled to vote at the Annual Meeting. The presentation and other materials regarding the Board’s recommendation for the Annual Meeting can be found at http://investors.mack-cali.com/.

“We are making tremendous progress on our Waterfront strategy and portfolio transformation, which reinforces our strong belief that acceding to Bow Street’s demand for an immediate sale process would fail to maximize value and harm all other Mack-Cali stockholders,” said Michael J. DeMarco, Chief Executive Officer. “Bow Street’s proxy contest is a transparent effort to advance its self-interested proposal to acquire some of the Company’s prime assets at a grossly inadequate price, to the detriment of all other Mack-Cali stockholders. In responding to Bow Street’s opportunistic value-grab attempt and unscrupulous and deceptive tactics, the Mack-Cali Board has demonstrated that it is open-minded about all alternatives for maximizing stockholder value and firmly committed to best practices of corporate governance. While the Board continues to pursue a comprehensive Board refreshment process initiated in 2016, Mack-Cali’s directors and management team will remain focused on continuing the successful execution of the Company’s strategy to create near- and long-term value for stockholders.”

Highlights of the presentation include:

  • Mack-Cali’s Board, in consultation with its financial and legal advisors, carefully evaluated Bow Street’s proposal and concluded it was grossly inadequate, illusory, unworkable and not in the best interest of the Company’s stockholders.
  • Bow Street’s unfinanced proposal grossly undervalues the Company’s core office portfolio and significantly overstates the value that would be received by Mack-Cali stockholders in the proposed transaction.
  • The Company believes that Bow Street has launched its proxy contest for the sole purpose of facilitating its self-interested proposal or forcing a premature sale of the Company or its assets in order to make a quick profit on its recent investment, and that Bow Street’s director candidates have been nominated to advance Bow Street’s selfinterested agenda and lack critical qualifications, experience and independence to maximize value for all Mack-Cali stockholders.
  • In the course of its campaign, Bow Street has used deceptive and dishonest tactics and rejected the Company’s good faith efforts to reach a fair and reasonable settlement that would be in the best in best interests of Mack-Cali stockholders.
  • Mack-Cali has made significant progress in pursuing its strategic objectives, including its Waterfront Strategy and the ongoing transformation of its asset portfolio, and is confident that the continued execution of its business plan is the best way to maximize stockholder value at this time.
  • Mack-Cali has a highly qualified Board of Directors with relevant skills, knowledge and experience, and a comprehensive Board refreshment program is underway.
  • Electing Bow Street’s nominees would enable Bow Street to facilitate its low-ball offer or precipitate a “fire sale” of the Company, either of which would shortchange Mack-Cali stockholders


The Mack-Cali Board strongly recommends that stockholders vote to support the Mack-Cali Board and protect the value of their investment by voting on the WHITE proxy card “FOR” all of Mack-Cali’s 11 nominees.

About Mack-Cali Realty Corporation

One of the country's leading real estate investment trusts (REITs), Mack-Cali Realty Corporation is an owner, manager and developer of premier office and multifamily properties in select waterfront and transit-oriented markets throughout New Jersey. Mack-Cali is headquartered in Jersey City, New Jersey, and is the visionary behind the city's flourishing waterfront, where the company is leading development, improvement and place-making initiatives for Harborside, a master-planned destination comprised of class A office, luxury apartments, diverse retail and restaurants, and public spaces.