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| Prime Retail Announces Stockholder Approval of Acquisition by An Affiliate of the Lightstone Group |
BALTIMORE, Nov. 18 /PRNewswire-FirstCall/ -- Prime Retail, Inc. (the
"Company") (OTC Bulletin Board: PMRE, PMREP, PMREO) announced today that its
stockholders approved the acquisition of the Company (the "Acquisition") by
Prime Outlets Acquisition Company, LLC (the "Buyer"), a Delaware limited
liability company, for aggregate consideration of $115.5 million, plus assumed
debt. The Buyer is an affiliate of The Lightstone Group, LLC ("The Lightstone
Group"), a New Jersey-based real estate company.
At today's special meeting of stockholders, the final vote on the
Acquisition was as follows:
Final Voting Results For Against Abstain
Series A Preferred Stock 70.07 % 25.24 % 0.26 %
Series B Preferred Stock 79.57 % 0.94 % 0.26 %
Common Stock 58.42 % 10.19 % 0.48 %
The Acquisition, which is expected to close within the next 30 days,
remains subject to satisfaction of certain customary closing conditions.
Accordingly, there can be no assurances as to the timing, terms or completion
of the Acquisition.
The Acquisition will result in aggregate consideration of $115.5 million
payable to the Company's stockholders and unit holders and the assumption of
approximately $511 million of debt by the Buyer. Under the terms of the
definitive agreement, each holder of the Company Series A preferred stock will
receive cash in the amount of $18.40 per share, each holder of the Company
Series B preferred stock will receive cash in the amount of $8.169 per share,
and each holder of the Company common stock will receive cash in the amount of
$0.17 per share.
Concurrent with the consummation of the Acquisition, the agreement of
limited partnership of Prime Retail, L.P., the operating partnership through
which the Company conducts substantially all of its business (the "Operating
Partnership"), will be amended and restated (the "Amended Partnership
Agreement") and, as a result of elections made by a majority of the existing
limited partners in the Operating Partnership, the existing common units in
the Operating Partnership (other than common units held by the Company) will
be exchanged for a like number of preferred units in the Operating Partnership
("Preferred Unit"). Each holder of Preferred Units will be entitled to
require the Operating Partnership to redeem all of such holder's Preferred
Units for an amount per unit equal to $0.17 (the consideration paid for a
share of common stock of the Company in the Acquisition) plus accrued and
unpaid distributions at the rate of 6% per annum.
Prime Retail is a self-administered, self-managed real estate investment
trust engaged in the ownership, leasing, marketing and management of outlet
centers throughout the United States. Prime Retail currently owns and/or
manages 36 outlet centers totaling approximately 10.2 million square feet of
GLA. Prime Retail also owns 154,000 square feet of office space. Prime
Retail has been an owner, operator and a developer of outlet centers since
1988. For additional information, visit Prime Retail's website at
http://www.primeretail.com.
Founded in 1988, The Lightstone Group has become one of the largest,
private real estate companies in the industry. The Company owns/manages a
diversified portfolio of 16,000 apartments as well as office, industrial and
retail properties totaling more than 9.1 million square feet of space in 18
states and Puerto Rico. Headquartered in Lakewood, New Jersey, The Lightstone
Group employs over 400 professionals and maintains offices in New York,
Maryland, Virginia, and California. The Lightstone Group is currently
embarked on an aggressive acquisition and expansion program throughout the
United States. For more information on The Lightstone Group, contact the
company's Lakewood, New Jersey headquarters at 800-347-4078 or visit their
website at http://www.lightstonegroup.com.
Some of the statements contained herein which are not statements of
historical facts are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that reflect management's
current views with respect to future events and financial performance. The
words "believes," "expects," "anticipates," "estimates" and similar words or
expressions are generally intended to identify forward-looking statements.
Actual results may differ materially from those expected because of various
risks and uncertainties, including, but not limited to, changes in general
economic conditions, adverse changes in real estate markets as well as other
risks and uncertainties included from time to time in the Company's filings
with the Securities and Exchange Commission. Prime Retail accepts no
responsibility for updating forward-looking statements.
SOURCE Prime Retail, Inc.
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CONTACT:
Investors, Robert A. Brvenik, President and
Chief Financial Officer, +1-410-234-1750, Media, Steven A. Sless,
Director, Public Relations, +1-410-234-8333, both of Prime
Retail, Inc.; David W. Lichtenstein, President and Chief
Executive Officer of The Lightstone Group, LLC, +1-732-367-0129,
Media, Michael D. Beckerman of Beckerman Public Relations,
+1-908-781-6420, michael@beckermanpr.com, for the Lightstone
Group, LLC
