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Mack-Cali Embroiled In Office Sale Conflict With Activist Minority Investors

A major New Jersey real estate player is embroiled in a power struggle over its future.

Saiber LLC attorney Philip Markowitz and Mack-Cali Realty CEO Michael DeMarco at a Bisnow event.

Bow Street, through one of its Special Opportunities funds, is attempting to purchase all of Mack-Cali Realty's suburban and waterfront office properties with an unsolicited offer that Mack-Cali CEO Michael DeMarco has rejected multiple times, NJBIZ reports.

Bow Street Special Opportunities Fund XV and David Werner Real Estate Investments made an initial offer worth $2.4B in late February, which the partnership said was immediately rejected without any sort of due diligence. Bow Street, which owns a 4.5% share in Mack-Cali, reiterated its proposal in April and nominated four candidates to join the REIT's board, including MaryAnne Gilmartin, founder and CEO of L&L MAG and former CEO of Forest City Ratner.

DeMarco sent a letter on behalf of Mack-Cali's board of directors to Bow Street head Howard Shainker claiming that the offer was "grossly inadequate from a value perspective," NJBIZ reported, and would harm Mack-Cali shareholders while enriching Bow Street. Shainker contends that Mack-Cali's staunch unwillingness to consider his offer is indicative of the board's damaging resistance to change.

Mack-Cali's two main business arms are in office and multifamily, the latter of which is operated by affiliate Roseland Residential Trust. Part of Bow Street's plan would involve spinning off the multifamily holdings into a new REIT called ApartmentCo, Real Estate Weekly reports.

Mack-Cali's office portfolio is 72% leased, according to REW, after years of the REIT shedding non-core assets and leaning hard into multifamily acquisitions such as the 377-unit Soho Lofts tower in Jersey City. REIT analyst Tom Catherwood told REW that Mack-Cali is approaching completion on that strategy but retains a high debt load, leading to a stock price below the value of its properties.

DeMarco is attempting to prevent any further battles by agreeing to appoint two of Bow Street's nominees to Mack-Cali's board, REW reports. Even if the company keeps Bow Street at bay, the process has likely perked the interest of more outside investors who could be interested in a takeover, Catherwood told REW.