Hedge fund Bow Street close to winning control of board at Mack-Cali, sources say

Bow Street LLC is close to having eight directors elected to the board of Mack-Cali Realty Corp (CLI.N), which would give the hedge fund control of the real estate investment trust’s board, sources familiar with the matter said on Tuesday. All votes have not been cast before Wednesday’s annual meeting and the results could still change. But preliminary numbers show Bow Street’s entire eight-member slate will be elected to the 11-strong board, the sources said. The slate includes four directors who were elected to the board last year but were not renominated by the company and four others, including Akiva Katz, one of Bow Street’s co-founders. A representative for Bow Street declined to comment and a representative for Mack-Cali could not immediately be reached. Bow Street, which owns 4.9% of the company, has been pushing for operational changes and the ouster of Mack-Cali’s chief executive. Proxy advisory firms Institutional Shareholder Services, Glass Lewis & Co and Egan Jones backed the hedge fund’s call for an overhaul at Mack-Cali with recommendations to elect a large number of Bow Street’s proposed directors. The outcome is likely to be seen as a sharp rebuke to Mack-Cali Chief Executive Michael DeMarco’s stewardship. DeMarco and two other incumbent board members will not be seeking re-election, making for an unusual situation where a company’s CEO is not a member of the board. This year’s proxy contest follows on the heels of an earlier campaign waged last year, when Bow Street nominated and investors elected four independent directors. Those directors spoke out about board matters last month. They said other board members had dismissed them as being instruments of the hedge fund, and that they saw other directors simply rubber stamp the CEO’s decisions.

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