NEWTON, Mass., May 15, 2009 (BUSINESS WIRE) -- Hospitality Properties Trust (NYSE: HPT) today announced the preliminary
results of votes taken at its annual meeting of shareholders earlier
today.
There were three matters on the agenda scheduled to be voted, as follows:
1. The first matter was the election of an Independent Trustee to serve
until 2012. Bruce M. Gans, M.D. was nominated by the HPT Board for
re-election. The number of shares required for Dr. Gans's election was a
majority of outstanding shares eligible to vote. On the record date, HPT
had 93,992,635 shares outstanding and eligible to vote. The preliminary
tabulation of shares voted at the annual meeting shows that Dr. Gans
received 58,311,965 votes, or approximately 67%, of the total shares
outstanding and eligible to vote. Accordingly, subject to final
certification of the votes, it appears that Dr. Gans was elected.
2. The second matter was the election of a Managing Trustee to serve
until 2012. Adam D. Portnoy was nominated by the HPT Board for
re-election. The preliminary tabulation of the shares voted shows that
Mr. Portnoy received 57,922,143 votes, or approximately 66%, of the
total shares outstanding and eligible to vote. Accordingly, subject to
final certification of the votes, it appears that Mr. Portnoy was
elected.
3. The third matter scheduled to be voted upon was a non-binding
proposal by the California Public Employee Pension Plan, or CalPERS,
requesting that HPT take steps to require that all HPT Trustees stand
for election each year. To be adopted, this proposal required the
affirmative vote of seventy-five percent (75%) of HPT's shares
outstanding and eligible to vote, or the affirmative vote of
70,494,476.25 shares. To be properly presented for consideration at
HPT's annual meeting in accordance with applicable Maryland law, HPT
believes that the CalPERS proposal should have been presented at the
annual meeting by a CalPERS representative who held a valid proxy from
the registered owner of CalPERS's HPT shares on the record date. A
person representing CalPERS appeared at HPT's annual meeting but failed
to produce a proxy and, accordingly, was unqualified to present this
proposal. Although no vote on this proposal was or will be officially
tallied, HPT announced that the number of shares which appeared would
have been voted in favor of this proposal if it were properly presented
was approximately 50,914,751, or less than the vote required for its
adoption.
Hospitality Properties Trust is a real estate investment trust
headquartered in Newton, Massachusetts, which owns 289 hotels and 185
travel centers located throughout the United States and in Puerto Rico
and Ontario, Canada.
WARNING REGARDING FORWARD LOOKING STATEMENTS
THIS PRESS RELEASE CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE
MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND
OTHER FEDERAL SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS AND
THEIR IMPLICATIONS ARE BASED UPON HPT'S PRESENT BELIEFS AND EXPECTATIONS
BUT THEY ARE NOT GUARANTEED TO OCCUR AND THEY MAY NOT OCCUR FOR VARIOUS
REASONS. FOR EXAMPLE:
-
THIS PRESS RELEASE STATES THAT, BASED UPON PRELIMINARY TABULATIONS OF
ELIGIBLE SHARES VOTED, IT APPEARS THAT DR. GANS AND MR. PORTNOY WERE
ELECTED AS AN INDEPENDENT TRUSTEE AND A MANAGING TRUSTEE,
RESPECTIVELY, TO SERVE UNTIL 2012. PRELIMINARY VOTE TABULATIONS ARE
SUBJECT TO CERTIFICATION BY THE DULY APPOINTED INSPECTOR OF ELECTIONS
AND THE PROCESS OF VERIFYING AND CERTIFYING THESE TABULATIONS MAY
RESULT IN CHANGES IN THE NUMBERS OF SHARES VOTED. ANY SUCH CHANGES MAY
BE SUFFICIENTLY MATERIAL TO CHANGE THE EXPECTED RESULTS ANNOUNCED IN
THIS PRESS RELEASE.
-
THIS PRESS RELEASE STATES THAT NO VOTE REGARDING THE CALPERS PROPOSAL
WAS OR WILL BE OFFICIALLY TALLIED BECAUSE THE CALPERS PROPOSAL WAS NOT
PROPERLY PRESENTED AT THE HPT SHAREHOLDERS ANNUAL MEETING. CALPERS MAY
DISPUTE THIS CONCLUSION. HPT DOES NOT KNOW WHAT ACTIONS, IF ANY, MAY
BE TAKEN BY CALPERS OR ITS REPRESENTATIVES TO DISPUTE HPT'S
DETERMINATION THAT THE CALPERS PROPOSAL WAS NOT PROPERLY PRESENTED.
HPT BELIEVES THAT THE REQUIREMENTS OF APPLICABLE MARYLAND LAW ARE
CLEAR AND THAT THE CALPERS PROPOSAL WAS NOT PROPERLY PRESENTED.
NONETHELESS, ANY DISPUTE MAY RESULT IN LITIGATION AND THE RESULTS OF
SUCH LITIGATION MAY BE THAT HPT'S BELIEFS REGARDING THE APPLICABLE
LEGAL REQUIREMENTS MAY BE OVERRULED.
A Maryland Real Estate Investment Trust with transferable shares of
beneficial interest listed on the New York Stock Exchange.
No
shareholder, Trustee or officer is personally liable for any act or
obligation of the Trust.
SOURCE: Hospitality Properties Trust
Hospitality Properties Trust
Timothy A. Bonang, 617-796-8232
Director of Investor Relations
or
Carlynn Finn, 617-796-8232
Manager of Investor Relations
www.hptreit.com
Copyright Business Wire 2009