-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UbSDV2iXPEVNlI5E6NoxhIKxUZNb9VX7wgvDPbwmNZQ2MTf5PSPC0O33d4iaif8e qRU0Ce7lmJwocxgIDbQZvw== 0000950152-98-003641.txt : 19980430 0000950152-98-003641.hdr.sgml : 19980430 ACCESSION NUMBER: 0000950152-98-003641 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980428 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST UNION REAL ESTATE EQUITY & MORTGAGE INVESTMENTS CENTRAL INDEX KEY: 0000037008 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 346513657 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 001-06249 FILM NUMBER: 98602179 BUSINESS ADDRESS: STREET 1: 55 PUBLIC SQUARE STREET 2: STE 1900 CITY: CLEVELAND STATE: OH ZIP: 44113 BUSINESS PHONE: 2167814030 MAIL ADDRESS: STREET 1: 55 PUBLIC SQUARE SUITE 1910 CITY: CLEVELAND STATE: OH ZIP: 44113 FORMER COMPANY: FORMER CONFORMED NAME: FIRST UNION REALTY DATE OF NAME CHANGE: 19691012 DEFA14A 1 FIRST UNION REAL ESTATE EQUITY & MORTGAGE INVSTMT. 1 ================================================================================ SCHEDULE 14A (RULE 14a) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) [ ] Definitive Proxy Statement [ ] Definitive Additional Materials [X] Soliciting Material Pursuant to sec.240.14a-11(c) or sec.240.14a-12
FIRST UNION REAL ESTATE EQUITY AND MORTGAGE INVESTMENTS (NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) (NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. (1) Title of each class of securities to which transaction applies: ....... (2) Aggregate number of securities to which transaction applies: .......... (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ............ (4) Proposed maximum aggregate value of transaction: ...................... (5) Total fee paid: ....................................................... [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ............................................... (2) Form, Schedule or Registration Statement No.: ......................... (3) Filing Party: ......................................................... (4) Date Filed: ........................................................... ================================================================================ 2 FIRST UNION REAL ESTATE INVESTMENTS - ------------------------------------------------------------------------------ AT THE COMPANY IN CLEVELAND, OHIO - -------------- ------------------ Thomas T. Kmiecik Stanley L. Ulchaker Senior Vice President and Treasurer Edward Howard & Co. (216) 781-4030 (216) 781-2400 FOR IMMEDIATE RELEASE RUSSELL R. GIFFORD, TRUSTEE OF FIRST UNION, ------------------------------------------- IS HELPING TO RESOLVE PROBLEMS AT VENTEK ---------------------------------------- CLEVELAND, OHIO, APRIL 27, 1998 -- FIRST UNION REAL ESTATE INVESTMENTS (NYSE:FUR) replies today to allegations by Gotham Partners, L.P., about the relationship between Russell R. Gifford, a Trustee of First Union Real Estate and chairman of the special Committee of the First Union Real Estate Board, and VenTek International, Inc., a manufacturing subsidiary of Imperial Parking Limited. Mr. Gifford confirmed that, since January 1998, he has been helping to resolve management and customer relations problems at VenTek. He has not asked for or received any compensation for his services, although he was given the title of Chief Executive Officer in order to facilitate his relationships with customers. He is, however, being reimbursed for his out-of-pocket travel expenses. James C. Mastandrea, chairman of the board and chief executive officer of First Union Real Estate, stated, "It may be rare for a Company to obtain such hands-on assistance from its Board members, but Russ has been more than willing to help. This extraordinary service, without compensation, does not in anyway constitute a conflict of interest or disqualify him as chairman of the special committee." To eliminate any suggestion of a conflict of interest, effective immediately Mr. Gifford will no longer have any involvement with VenTek. First Union Real Estate Investments is a unique stapled-stock real estate investment trust (REIT) headquartered in Cleveland, Ohio, and traded on the New York Stock Exchange. ###
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