SANTA ANA, Calif., Nov. 25 /PRNewswire-FirstCall/ -- Grubb & Ellis Company
(NYSE: GBE), a leading real estate services and investment firm, mailed to all
stockholders yesterday the following letter in connection with the company's
December 3, 2008 Annual Meeting of Stockholders.
The full text of Grubb & Ellis' letter follows:
November 24, 2008
Dear Grubb & Ellis Stockholder:
Grubb & Ellis' December 3, 2008 Annual Meeting of Stockholders is rapidly
approaching. Your vote is important. Protect the value of your investment
and the future of Grubb & Ellis. Vote your proxy today by Internet or
Telephone or sign, date and mail the WHITE proxy card FOR your Board's
independent and experienced directors -- Harold H. Greene, Devin I. Murphy and
D. Fleet Wallace.
We urge you to reject Anthony Thompson and his self-serving proxy campaign
and to discard any proxy materials and not sign any green proxy cards you may
receive from him.
TWO LEADING PROXY ADVISORY FIRMS RECOMMEND STOCKHOLDERS VOTE FOR ALL THREE
GRUBB & ELLIS DIRECTORS
Glass Lewis & Co. and Egan-Jones, two of the country's leading independent
proxy advisory firms, have recommended that Grubb & Ellis stockholders vote
FOR the re-election of all three of the Board's incumbent directors. They
both rejected Mr. Thompson and his opposition slate.
These recommendations reaffirm our strong belief that we have the right
Board and management team in place and that we are executing a sound strategic
plan and taking aggressive actions to increase productivity, reduce costs and
position the company for profitable and sustainable growth and success.
In reaching its conclusion, Glass Lewis noted in its report to its
institutional investor clients that own Grubb & Ellis shares the following(1):
-- " ... we believe that the (Grubb & Ellis) board and executive team are
executing plans to address the concerns noted by the Dissident (Mr.
Thompson)."
-- " ... the Dissident (Mr. Thompson) has failed to convince us that the
current board and executive team are mis-managing the Company."
-- " ... the Dissident's (Mr. Thompson) strategic plan merely outlines
broad general ideas and lacks any detail of how it would specifically effect
the Company's growth."
DO NOT BE MISLED BY THOMPSON'S MISSTATEMENTS AND HALF-TRUTHS
As you consider your vote for the upcoming Annual Meeting, we ask you to
remember the following:
-- As the CEO of a direct competitor of Grubb & Ellis, Mr. Thompson should
not serve as a director on your Board. It is simply NOT good corporate
governance and it is bad for stockholders.
-- The interests of your Board and management are closely aligned with
those of all stockholders -- in fact, collectively, they own in the aggregate
more than 25% of the Company's outstanding shares.
-- Your Board and management have taken prudent steps to strengthen the
Company's capital position in the challenging credit and real estate markets.
-- Your Board is currently undertaking a comprehensive search for a
permanent CEO to lead the Company forward and to continue to execute on the
Company's strategic initiatives to the benefit of all stockholders.
PROTECT YOUR INVESTMENT IN GRUBB & ELLIS
JOIN WITH THE PROXY ADVISORY FIRMS WHO RECOMMEND THE RE-ELECTION OF YOUR
INDEPENDENT, EXPERIENCED DIRECTORS
VOTE YOUR WHITE PROXY CARD TODAY!
Your vote is extremely important -- no matter how many or how few shares
you own. Please take a few moments and follow the simple instructions to vote
your proxy by Internet or Telephone.
Stockholders may also sign, date and return the enclosed duplicate WHITE
proxy card today in the postage-paid envelope provided. If you have any
questions or need any assistance voting your shares, please contact MacKenzie
Partners, Inc., Toll-Free at (800) 322-2885.
We appreciate your support and continuing interest in Grubb & Ellis.
Sincerely,
Your Board of Directors
Glenn L. Carpenter Harold H. Greene Gary H. Hunt
Chairman of the Board Interim Chief Executive Officer
C. Michael Kojaian Robert J. McLaughlin Devin I. Murphy
D. Fleet Wallace Rodger D. Young
If you have any questions, require assistance with voting your WHITE proxy
card, or need additional copies of the proxy materials, please contact:
MacKenzie Partners, Inc.
105 Madison Avenue
New York, NY 10016
proxy@mackenziepartners.com
(212) 929-5500 (Call Collect)
Or
TOLL-FREE (800) 322-2885
About Grubb & Ellis
Grubb & Ellis Company (NYSE: GBE) is one of the largest and most respected
commercial real estate services and investment companies. With more than 130
owned and affiliate offices worldwide, Grubb & Ellis offers property owners,
corporate occupants and investors comprehensive integrated real estate
solutions, including transaction, management, consulting and investment
advisory services supported by proprietary market research and extensive local
market expertise.
Grubb & Ellis and its subsidiaries are leading sponsors of real estate
investment programs that provide individuals and institutions the opportunity
to invest in a broad range of real estate investment vehicles, including
tax-deferred 1031 tenant-in-common (TIC) exchanges; public non-traded real
estate investment trusts (REITs) and real estate investment funds. As of
September 30, 2008, more than $3.8 billion in investor equity has been raised
for these investment programs. The company and its subsidiaries currently
manage a growing portfolio of more than 225 million square feet of real
estate. In 2007, Grubb & Ellis was selected from among 15,000 vendors as
Microsoft Corporation's Vendor of the Year. For more information regarding
Grubb & Ellis Company, please visit http://www.grubb-ellis.com.
Forward-Looking Statements
Certain statements included in this press release may constitute
forward-looking statements regarding, among other things, future revenue
growth, market trends, new business opportunities and investment programs,
synergies resulting from the merger of Grubb & Ellis Company and NNN Realty
Advisors, certain combined financial information regarding Grubb & Ellis
Company and NNN Realty Advisors, new hires, results of operations, changes in
expense levels and profitability and effects on the Company of changes in the
real estate markets. These statements involve known and unknown risks,
uncertainties and other factors that may cause the Company's actual results
and performance in future periods to be materially different from any future
results or performance suggested by these statements. Such factors which
could adversely affect the Company's ability to obtain these results include,
among other things: (i) the slowdown in the volume and the decline in
transaction values of sales and leasing transactions; (ii) the general
economic downturn and recessionary pressures on businesses in general; (iii) a
prolonged and pronounced recession in real estate markets and values; (iv) the
unavailability of credit to finance real estate transactions in general and
the Company's tenant-in-common programs, in particular; (v) the reduction in
borrowing capacity under the Company's current credit facility, and the
additional limitations with respect thereto; (vi) the Company's continuing
ability to make interest and principal payments with respect to its credit
facility; (vii) an increase in expenses related to new initiatives,
investments in people, technology and service improvements; (viii) the success
of current and new investment programs; (ix) the success of new initiatives
and investments; (x) the inability to attain expected levels of revenue,
performance, brand equity and expense synergies resulting from the merger of
Grubb & Ellis Company and NNN Realty Advisors in general, and in the current
macroeconomic and credit environment, in particular and (xi) other factors
described in the Company's annual report on Form 10-K for the fiscal year
ending December 31, 2007 and in the Company's quarterly reports on Form 10-Q
for the quarters ended March 31, 2008, June 30, 2008 and September 30, 2008
filed with the Securities and Exchange Commission (the "SEC"). The Company
does not undertake any obligation to update forward-looking statements.
Important Information
On November 10, 2008, Grubb & Ellis Company filed a definitive proxy
statement with the SEC in connection with the Company's 2008 Annual Meeting.
Grubb & Ellis Company's stockholders are strongly advised to read the
definitive proxy statement carefully before making any voting decision because
the definitive proxy statement contains important information. The Company's
definitive proxy statement and any other materials filed by the Company with
the SEC can be obtained free of charge at the SEC's web site at
http://www.sec.gov or from Grubb & Ellis Company at
http://www.grubb-ellis.com. The Company's definitive proxy statement and
other materials will also be available without charge by written request
addressed to Investor Relations, Grubb & Ellis Company, 1551 N. Tustin Avenue,
Suite 300, Santa Ana, CA 92705. Grubb & Ellis Company, its directors and
director nominees may be deemed to be participants in the solicitation of the
Company's security holders in connection with its 2008 Annual Meeting.
Security holders may obtain information regarding the names, applications and
interests of such individuals in the Company's definitive proxy statement, its
November 18, 2008 letter to stockholders and its November 20, 2008 investor
presentation filed with the SEC as definitive additional soliciting materials.
(1) Permission to use quotations was neither sought nor obtained.