Activist Litt Calls for Better Oversight of Monmouth’s Review

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Activist investor Jonathan Litt said he is concerned about the legitimacy of the strategic review being run by Monmouth Real Estate Investment Corp., which he argues is being handled by “a clubby, underperforming board.”

Litt’s Land & Buildings Investment Management is calling on Monmouth’s board to strike a truly independent committee -- which would include his four nominees for the board -- to oversee the process to ensure a successful outcome for the industrial real estate company’s shareholders.

“Such a process would be unencumbered by either the personal and professional conflicts of interest that exist on the incumbent board or the taint of a competing desire to take the company private,” Litt said in a letter to shareholders Tuesday, a copy of which was obtained by Bloomberg. “Now more than ever shareholders need an objective board to determine which course of action will maximize value.”

A representative for Monmouth wasn’t immediately available for comment.

Monmouth has come under pressure after Blackwells Capital made an unsolicited proposal in December to acquire the company in an all-cash deal valued at about $3.8 billion. Monmouth rejected the $18-a-share proposal earlier this month, saying it wasn’t in the best interest of shareholders. It said its board had also unanimously decided to proceed with a strategic review, including exploring a sale or merger.

Blackwells has also submitted a slate four directors. While the firm welcomed the strategic review, it has also called on the company to forge an independent committee to oversee it.

Litt said his concerns about the current board includes the fact the chairman, president and chief executive officer roles are occupied by members of the founding Landy family. In addition to the close ties of the directors, he noted the average director tenure of 17 years far exceeds that of best corporate practices.

“Monmouth shareholders deserve better -- a credible process lead by a special committee of truly independent directors including our nominees squarely focused on reaching a value-maximizing outcome for all shareholders,” he said.

Land & Buildings’s nominees include Litt, Gregory Hughes, Mark Filler, and Michelle Applebaum.

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