Blackwells Capital Calls on Global Net Lease, Inc. and The Necessity Retail REIT, Inc. to Confirm Annual Meeting Dates
22 May 2023 - 10:00PM
Business Wire
GNL and RTL Must Renounce Entrenchment
Maneuvers That Hinder Stockholders’ Ability to Elect Unconflicted
Representatives to the Boards
Frivolous Litigation and ‘Trip, Fall, Delay’
Schemes Serve an Inveterate Board Beholden to External Manager, AR
Global, at Stockholders’ Expense
Visit StopARGlobal.com to
Learn How to Vote on the WHITE
Universal Proxy Card Today
Blackwells Capital LLC (together with its affiliates,
“Blackwells” or “we”) today responded to the decisions by the
boards of directors of Global Net Lease, Inc. (NYSE: GNL) (“GNL”)
and The Necessity Retail REIT, Inc. (Nasdaq: RTL) (“RTL”) to delay
their respective Annual Meetings of Stockholders (together, the
“Annual Meetings”), which were originally scheduled to be held on
May 18, 2023. The Annual Meetings have been delayed by more than
two months to “on or about July 21, 2023.” Blackwells believes the
boards of directors of GNL and RTL should immediately confirm the
July timing for the Annual Meetings and publicly commit to forgoing
further delays.
Jason Aintabi, Chief Investment Officer of Blackwells,
commented:
“GNL and RTL’s last-minute delay of their Annual Meetings is
another unacceptable effort by AR Global to protect its
stranglehold on the coffers of the companies. Blackwells’ campaigns
at GNL and RTL seek vital change, which is reinforced with each
instance of governance wrongdoings. Blackwells continues to build a
strong case to terminate for cause the oppressive management
agreements that, in our view, act as permission slips to promote
misconduct, fiduciary negligence, intolerable conflicts of interest
and a pillaging of profits that belong to stockholders – not in the
pocket of an ambivalent external manager.”
Blackwells urges fellow stockholders to support our efforts to
bring much-needed accountability to GNL and RTL by voting to elect
Jim Lozier and Richard O'Toole to each company’s board of
directors. Stockholders can vote on the WHITE Universal Proxy Card today to start to
rid GNL and RTL of what we believe is stagnation, management
self-enrichment and stockholder value destruction. We also
encourage stockholders to join us in urging the board of directors
to confirm the July timing for the Annual Meetings and that the
companies will not enact any other entrenchment maneuvers.
About Blackwells Capital
Blackwells Capital was founded in 2016 by Jason Aintabi, its
Chief Investment Officer. Since that time, it has made investments
in public securities, engaging with management and boards, both
publicly and privately, to help unlock value for stakeholders,
including shareholders, employees and communities. Blackwells’
investments in real estate have ranged from property development
and management to REITs and adjacent real estate activities,
including financing, origination, and managing real estate backed
securities, including direct mezzanine and equity investments.
Throughout their careers, Blackwells’ principals have invested
globally on behalf of leading public and private equity firms and
have held operating roles and served on the boards of media,
energy, technology, insurance and real estate enterprises. For more
information, please visit www.blackwellscap.com.
IMPORTANT ADDITIONAL INFORMATION
Blackwells Onshore I LLC (“Blackwells Onshore”), Blackwells
Capital LLC (“Blackwells Capital”), Jason Aintabi (collectively,
Mr. Aintabi, Blackwells Onshore and Blackwells Capital,
“Blackwells”), Related Fund Management, LLC (“RFM”), Richard
O’Toole and James L. Lozier (collectively, Blackwells, RFM and
Messrs. O’Toole and Lozier, the “Participants”) are participants in
the solicitation of proxies from the stockholders of RTL in
connection with the 2023 annual meeting of stockholders (including
any other meeting of stockholders held in lieu thereof and
adjournments, postponements, reschedulings or continuations
thereof, the “Annual Meeting”). The Participants have filed with
the SEC a definitive proxy statement (the “Proxy Statement”) and
accompanying WHITE Universal
Proxy Card to be used in connection with any such solicitation of
proxies from RTL’s stockholders for the Annual Meeting. BLACKWELLS
STRONGLY ADVISES ALL STOCKHOLDERS OF RTL TO READ THE PROXY
STATEMENT, THE ACCOMPANYING WHITE UNIVERSAL PROXY CARD AND OTHER DOCUMENTS
RELATED TO THE SOLICITATION OF PROXIES BY THE PARTICIPANTS, AS THEY
CONTAIN IMPORTANT INFORMATION, INCLUDING ADDITIONAL INFORMATION
RELATED TO THE PARTICIPANTS AND THEIR DIRECT OR INDIRECT INTERESTS,
BY SECURITY HOLDINGS OR OTHERWISE. The Proxy Statement and an
accompanying WHITE Universal
Proxy Card are being furnished to some or all of RTL’s stockholders
and are available, along with any amendments or supplements to the
Proxy Statement and other relevant documents, at no charge on the
SEC’s website at http://www.sec.gov/. In addition, the Participants
will provide copies of the Proxy Statement without charge upon
request. Requests for copies should be directed to Blackwells
Onshore.
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version on businesswire.com: https://www.businesswire.com/news/home/20230522005243/en/
Morrow Sodali (800) 662-5200 blackwells@morrowsodali.com
Gagnier Communications Dan Gagnier (646) 569-5897
blackwells@gagnierfc.com
Longacre Square Partners (646) 386-0091
blackwells@longacresquare.com
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