CLEVELAND, April 16, 2018 /PRNewswire/ -- Forest City
Realty Trust, Inc. (NYSE: FCEA) ("Forest
City" or the "Company") today announced that its Board of
Directors has appointed Michelle
Felman, Jerome J. Lande,
Adam S. Metz, Gavin Molinelli, Marran
H. Ogilvie, Mark S. Ordan,
William R. "Butch" Roberts and Robert A.
Schriesheim as new independent directors. All of the
appointments are effective as of today, April 16, 2018. As previously announced,
David J. LaRue, Kenneth J. Bacon, Z. Jamie Behar and James A.
Ratner will continue their service on the Board.
"We are thrilled to welcome our new independent directors to the
Forest City Board," said
David LaRue, President and Chief
Executive Officer of Forest City.
"We are excited about this substantial refreshment of our Board,
which will help improve the Company's corporate governance
structure for the benefit of all stockholders. Our new independent
directors bring substantial industry experience at leading publicly
traded companies, and we look forward to benefitting from their new
and diverse perspectives as we continue to drive stockholder
value."
As previously announced on March 22,
2018, Forest City committed
to significant governance changes pursuant to which, nine current
directors agreed to resign from the Board, eight new independent
directors will be appointed to the Board, and the reconstituted
Nominating and Governance Committee will initiate a process to
identify and recommend a new Chairman or Executive Chairman.
LaRue continued, "The addition of these directors, coupled with
the substantial refreshment we previously announced, underscores
our focus on continuing to take decisive action to better position
the Company for success as we implement and execute on our
comprehensive strategic plan to strengthen and grow our business.
The entire Forest City Board and
management team are moving forward fully focused on delivering on
our strategic initiatives, driving performance and creating value
for stockholders."
Lande and Molinelli were appointed to the Board pursuant to the
previously announced agreement with Scopia Capital Management LP
and Starboard Value LP. Following the recent appointments, the
Forest City Board is comprised of
12 directors, 10 of whom are independent, and one vacancy. All
twelve currently identified members of the newly reconstituted
Board will stand for election at the Company's 2018 Annual
Meeting.
About Kenneth J.
Bacon
Kenneth J. Bacon
has been a Forest City director
since 2012 and serves on the Board's Audit and Corporate Governance
and Nominating committees. In 2012, Bacon co-founded RailField
Partners. Bacon previously served in various positions at Federal
National Mortgage Association (Fannie Mae), including vice
president of the northeast region, leading the American Communities
Fund, senior vice president of the multifamily division, and
executive vice president. Prior to joining Fannie Mae, Bacon served
as director of policy for the oversight board and director of
securitization at Resolution Trust Corporation. Bacon began his
career with Kidder Peabody and later
Morgan Stanley. Bacon is a board member of three additional
publicly traded companies: Comcast Corporation, Ally Financial Inc,
and Welltower Inc. He is also a board member of the National
Multifamily Housing Council and serves on the advisory board of the
Stanford Center on Longevity.
About Z. Jamie Behar
Z.
Jamie Behar has been a Forest City director since April 2017. She serves on the Board's Audit and
Corporate Governance and Nominating committees. Behar served as
Managing Director, Real Estate & Alternative Investments, at GM
Investment Management Corp (GMIMCo) from 2005 to 2015. Behar
started at GMIMCo as a portfolio manager in 1986. Behar
served on GMIMCo's Board of Directors, and on the Investment
Management, Private Equity Investment Approval and Risk Management
Committees. Behar also serves as an independent director for
Sunstone Hotel Investors, Gramercy Property Trust, and the
Broadstone Real Estate Access Fund. She was previously board
chair of the Pension Real Estate Association and was a member of
the Real Estate Investment Advisory Council of the National
Association of Real Estate Investment Trusts.
About Michelle
Felman
Michelle Felman
currently serves on the Advisory Board at Turner Impact Capital, a
social impact platform that focuses on charter schools and
workforce housing. She is a Trustee of Choice Properties
(CHP-TSX), a listed retail REIT spun off by Loblaws Companies
Limited, where she serves on the Governance and Comp Committees,
and of The Partners Group (PGPHF), a global private equity firm,
where she serves as the Chair of the Investment Oversight
Committee. Felman is a Board member of Reonomy, a private real
estate technology company. Felman is also on the Board of Directors
of Cumming Corp, a global project management and cost consulting
company. Felman is a founder of JAM Holdings, an investment and
advisory firm. From 1997-2010, Felman served as the Executive Vice
President – Co-Head of Acquisitions and Capital Markets for Vornado
Realty Trust and remained a consultant to VNO through December 2012. She began her career at Morgan
Stanley in the Investment Banking Division and later joined GE
Capital as a Managing Director of Business Development.
About Jerome J.
Lande
Jerome J. Lande
is a Partner and Head of Special Situations for Scopia Capital
Management LP. Previously, Lande was the managing partner of
Coppersmith Capital, an asset management firm focused on equity
investing and active engagement for long-term value creation, which
he co-founded in April 2012. Prior to
co-founding Coppersmith, Lande was a partner of MCM Capital
Management, LLC, the general partner of MMI Investments, LP, a
small-cap investment fund founded in 1996 to employ private equity
investing methodologies in public equities, and where Lande oversaw
research, trading and activism from 1998 to 2011. Lande served as
corporate development officer of Key Components, Inc., a global
diversified industrial manufacturer, from 1999 until its
acquisition in 2004. Lande serves on the boards of CONMED
Corporation and Itron, Inc. Lande holds a B.A. from Cornell University.
About David J.
LaRue
David J. LaRue
became a director of Forest City
in June 2011 when he also became
President and CEO of the Company. LaRue also serves as an officer
and/or director of various subsidiaries of the company. Prior to
becoming President and CEO, he served as Executive Vice President
and Chief Operating Officer. Earlier in his tenure with the
company, LaRue served as President and Chief Operating Officer of
the company's Commercial Group. Prior to joining Forest City in 1986, LaRue was an internal
auditor and financial analyst with The Sherwin-Williams Company. He
formerly served on the board of CubeSmart, NAREIT, the Real Estate
Roundtable, and the International Council of Shopping Centers.
LaRue is currently a member of the board of trustees and executive
committee, and chair of the capital committee of the Friends of the
Cleveland School of the Arts; a trustee and member of the finance
committee of the Lawrence School; and is on the boards of St.
Edward High School and the Greater Cleveland Partnership.
About Adam S.
Metz
Adam S. Metz is
currently Managing Director and Head of International Real Estate
at The Carlyle Group. He will be retiring from Carlyle in April of 2018. Most recently,
Metz served as Senior Advisor to TPG Capital's Real Estate Group.
Prior to joining TPG in April 2011,
Metz was the Chief Executive Officer of General Growth Properties,
Inc. from 2008 to 2010. Before joining GGP, Metz was co-founding
partner of Polaris Capital LLC. Metz has previously held roles such
as Executive Vice President and Chief Investment Officer of
Rodamco, North America, numerous
positions with Urban Shopping Centers, Inc., Vice President in the
Capital Markets group of JMB Realty, and Corporate Lending Officer
in the Commercial Real Estate Lending Group at The First National
Bank of Chicago. Metz currently
serves on the advisory boards of the real estate programs at both
Cornell University and Northwestern University.
About Gavin
Molinelli
Gavin
Molinelli is a Partner of Starboard Value LP. Prior to
Starboard's formation in 2011, as part of the spin-off, Molinelli
was a Director and an Investment Analyst at Ramius LLC for the
funds that comprised the Value and Opportunity investment platform.
Prior to joining Ramius in October
2006, Molinelli was an analyst in the Technology Investment
Banking group at Banc of America Securities LLC. Previously,
Molinelli served on the boards of Depomed, Inc., Wausau Paper Corp.
and Actel Corp. Molinelli received a B.A. in Economics from
Washington and Lee University.
About Marran H. Ogilvie
Marran H. Ogilvie was a member of Ramius, LLC,
an alternative investment management firm, where she served in
various capacities from 1994 to 2009 before the firm's merger with
Cowen Group, including as Chief Operating Officer and General
Counsel. Following the merger, Ogilvie served as Chief of Staff at
Cowen Group, Inc. until 2010. She currently serves as an Advisor to
the Creditors Committee for the Lehman Brothers International
(Europe) Administration. She also
serves as a director of Evolution Petroleum, a developer and
producer of oil and gas reserves, Ferro Corporation, a supplier of
functional coatings and color solutions, Four Corners Property
Trust, a REIT for which she chairs the Audit Committee, LSB
Industries, Inc. a manufacturing company, and Bemis Company, Inc, a
plastic packaging company. Ogilvie previously served as a Director
for Southwest Bancorp, a regional commercial bank, Zais Financial
Corp., a REIT, Seventy Seven Energy Inc., an oil field services
company, and the Korea Fund, an investment company.
About Mark S. Ordan
Mark S. Ordan is the Chief Executive
Officer of Quality Care Properties, Inc., one of the nation's
largest actively managed real estate companies focused on
post-acute/skilled nursing and memory care/assisted living. Prior
to joining QCP, Ordan served as WP Glimcher's Executive Chairman
from January 2015 to December 2015 and as its Non-Executive Chairman
from January 2016 to June 2016.
Ordan served as Washington Prime's Chief Executive Officer from
May 2014 to January 2015.
Previously, Ordan served as a director and led the turnarounds as
Chief Executive Officer of Sunrise Senior Living, LLC, and as Chief
Executive Officer and President of The Mills Corporation. Prior to
this he served as Chief Executive Officer of Balducci's LLC., and
he was the founder and CEO of Fields Markets, Inc. Ordan serves as
a director of Vereit, and also serves on the boards of the U.S.
Chamber of Commerce and The Chesapeake Bay Foundation.
About James A.
Ratner
James A. Ratner
is a current Forest City Director.
Ratner previously served as Executive Vice President of Development
for Forest City and has served as
an officer/director of various subsidiaries of the Company. Ratner
serves on the board of NACCO Industries, Inc. Additionally, he
serves as chairman of the board of trustees of The Playhouse Square
Foundation, serves on the executive committee and the board of
trustees of The Cleveland Museum of Art and serves on the board of
trustees of Case Western Reserve
University.
About William R. "Butch" Roberts
William R. Roberts began his career at an
organization he would later lead. With more than 35 years of
experience in business, operations and strategy, Roberts today
shares his knowledge and expertise with clients as president of the
W.R. Roberts Company. Roberts began his career with the
Chesapeake and Potomac Telephone
Company, which later became Verizon, Washington, D.C., as a business office
manager. He held positions of increasing responsibility in
Operations, Human Resources, Marketing, Public Affairs, and
Government Relations, before assuming responsibility in 2000 for
Verizon's public policy initiatives in Maryland, as president. Subsequently in 2007,
he was named region president of Verizon Maryland and the
District of Columbia, overseeing
all of the company's operations in those areas. He retired in 2011,
following 32 years of service. As of 2018, he is immediate past
Chairman of the Board of Directors for MedStar Health, the largest
not-for-profit healthcare system in Maryland and the Washington, D.C., region. Additionally, he has
served as board chairman the Baltimore branch of the Federal Reserve Bank
of Richmond.
About Robert A.
Schriesheim
Robert A.
Schriesheim, is a director of Houlihan Lokey, a publicly traded global
investment banking firm, NII Holdings (formerly Nextel
International), a publicly traded provider of wireless
communications services in Latin
America, Skyworks Solutions, a publicly traded provider of
wireless semiconductor solutions and of FirstAdvantage a
privately-held portfolio company of private equity firm Symphony
Technology Group. He served as Executive Vice President and Chief
Financial Officer of Sears Holdings from August 2011 until October
2016 and as a Senior Advisor until January of 2017. From
January 2010 to October 2010, Schriesheim was Senior Vice
President and Chief Financial Officer of Hewitt Associates, a
global human resources consulting and outsourcing company that was
acquired by Aon in October 2010. From
2006 until 2009, he was Executive Vice President and Chief
Financial Officer of Lawson Software, a publicly traded ERP
software provider. Previously, Schriesheim was affiliated with ARCH
Development Partners, LLC, a seed stage venture capital fund and
earlier he held executive positions at Global TeleSystems, SBC
Equity Partners, Ameritech, AC Nielsen, and Brooke Group Ltd.
Previously he served as a director of a number of publicly traded
companies including Lawson Software from 2006 until its sale in
July 2011 to Infor and Golden Gate
Capital, Dobson Communications from 2004 to 2007, a rural wireless
services communications company that was acquired by AT&T, and
as Co-Chairman of MSC Software from 2007 to 2009 a provider of
integrated simulation solutions for designing and testing
manufactured products that was acquired by Symphony Technology
Group and of Georgia Gulf Corporation, an industrial chemicals
manufacturer, from 2009 to 2010.
About Forest
City
Forest City Realty Trust, Inc. is an NYSE-listed
national real estate company with $8.1
billion in consolidated assets. The Company is principally
engaged in the ownership, development, management and acquisition
of commercial, residential and mixed-use real estate in key urban
markets in the United States. For
more information, visit www.forestcity.net.
Forward-Looking Statements
This press release
contains forward-looking statements. Such forward-looking
statements reflect management's current views with respect to
future, not past, events and often address the Company's expected
future actions and performance. Forward-looking statements may be
identified by the use of words such as "expect," "intend," "plan,"
"estimate," "project," "believe," "anticipate," "target" and
similar words and phrases. These forward-looking statements are not
guarantees of future events and involve risks, uncertainties and
assumptions that are difficult to predict. Actual developments and
business decisions may differ materially from those expressed or
implied by such forward-looking statements. Important factors,
among others, that could cause the Company's actual results,
financial or otherwise, and future actions to differ materially
from those described in forward-looking statements include the
risks discussed in the Company's documents filed with the SEC,
including the Company's Annual Report on Form 10-K for the year
ended December 31, 2017, quarterly
reports on Form 10-Q and Current Reports on Form 8-K.
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SOURCE Forest City Realty Trust, Inc.