GlobeSt.com: To start from the very top, explain your relationship with the public and private Prime companies.
Reschke: I just want to let you know up front that my answers at this time have to be limited to information that is in the public record, but the Prime Group Inc. is a private company I founded in 1981. It was the predecessor in interest to Prime Group Realty Trust and Prime Group Realty LP, which is the public company. We contributed our office portfolio to the public company in 1997 when we went public.
GlobeSt.com: What is your relationship with Barry Mansur?
Reschke: Prime/Mansur Investment Partners LLC is a 50/50 joint venture between myself and Barry Mansur, who is a friend and a real estate investor based here.
GlobeSt.com: Do you still have a seat on Realty Trust's board?
Reschke: I was chairman and a member from November 1997 until April 2002.
GlobeSt.com: What happened in 2002?
Reschke: In August of 2001, I formed a joint venture with a Canadian pension plan, and we bid to acquire the company at a price of $14.50 per share. That agreement was signed in Aug. 30, and then of course, 11 days later it was Sept. 11 and the agreement was unwound by the Canadian pension plan.
GlobeSt.com: And you lost your position at Prime Trust?
Reschke: Yes, I personally owned eight million shares of stock that were pledged as collateral for a loan to my private company.
GlobeSt.com: What about your ouster?
Reschke: When I lost my block of stock thorough a foreclosure proceeding--which was totally outside of the public company; it was only me privately--I resigned as chairman of the board.
GlobeSt.com: Is the Lightstone offer a foregone conclusion or does Prime/Mansur have any recourse?
Reschke: We are aware only that they signed the merger agreement with the company, and the agreement has been filed with the SEC. Prime/Mansur executed a binding merger agreement with Prime Group Realty Trust and Prime Group Realty LP on Oct. 27, 2004 and Prime/Mansur filed a complaint in Montgomery County, MD seeking to enforce our rights under that merger agreement, including our demand for specific performance of the agreement, which was expressly provided therein, and money damages in excess of $50 million.
GlobeSt.com: The question revolves around your alleged failure to comply with the terms of that agreement. How do you respond?
Reschke: On Nov. 9, 2004, as required in the merger agreement of Oct. 27, we delivered approximately $6.5 million in additional cash deposits and a firm financing agreement for $122 million provided from Capri Capital Advisors, AMAC and Erie Indemnity, our group of institutional lenders. And the financing that was delivered fully complied with all of the terms and provisions of the merger agreement.
GlobeSt.com: Either you did or you didn't. How can there be such wild discrepancies?
Reschke: Prime Group Realty Trust's allegation that our financing letter was not in compliance is totally baseless and without merit, and I can only direct you to read the court pleadings of Montgomery County and the various motions, memorandums and support of various motions for a detailed review of the case.
GlobeSt.com: Net losses have decreased year over year, according to Prime Realty's most recent filing. But they do persist. Is it time for new management, is it a function of market or is it all about bad press?
Reschke: Well, obviously, the office market in Downtown Chicago and the suburbs has been going through some difficult times for the past two or three years, but the company has weathered that storm. I have no comment on the current management team or its specific performance relative to the broader market, because I think the company's performance should be gauged to the broader market here in Chicago. All I can say is that we obviously are very interested in buying the company. If we didn't believe the company had a quality portfolio of assets, we wouldn't have made a commitment to buy it.
GlobeSt.com: You've said the press has been unfair. For the record, in stories we researched, we did give both sides time to respond. But now is your time to rebut, so . . .
Reschke: I think the articles inaccurately described the situation with Prime Group Realty Trust. They alleged that we failed to deliver our financing commitment and the required cash deposits when in fact we did deliver them on a timely basis in accordance with the agreement. Also, they stated that Prime Group Realty stock fell precipitously years ago because I allowed the company to default on a $100-million loan, which was totally false and inaccurate. As I've explained, the loan was to my personal holding company secured by stock in the company and had nothing to do economically or otherwise with the public company. It was a totally private matter. If I were to surmise why the stock fell three years ago from the mid teens to where it is today it would be probably due to the reasons behind the failed takeover attempt we discussed before.
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