UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. 6)
DWS RREEF Real Estate Fund, Inc. (SRQ)
(Name of Issuer)
COMMON STOCK
(Title of class of securities)
233384106
(CUSIP NUMBER)
Susan L. Ciciora Trust
c/o Stephen C. Miller, Esq.
and Joel L. Terwilliger, Esq.
2344 Spruce Street, Suite A
Boulder, Colorado 80302
(303) 442-2156
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
November 6, 2009
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. |_|
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP NO. 233384106
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1 NAME OF REPORTING PERSONS
Susan L. Ciciora Trust
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See instructions)
WC OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Alaska
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NUMBER OF 7 SOLE VOTING POWER
SHARES 2,596,016
-------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 2,596,016
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PERSON WITH 10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,596,016
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
16.52%
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14 TYPE OF REPORTING PERSON*
OO
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|
CUSIP NO. 233384106
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1 NAME OF REPORTING PERSONS
Stewart R. Horejsi
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See instructions)
Not applicable
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
--------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
--------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
--------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
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14 TYPE OF REPORTING PERSON
IN
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|
CUSIP NO. 233384106
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1 NAME OF REPORTING PERSONS
Alaska Trust Company
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See instructions)
Not applicable
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
ALASKA
--------------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 0
-----------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
-----------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0
-----------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER
0
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
OO
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|
Amendment No. 6 to Statement on Schedule 13D
This amended statement on Schedule 13D relates to the Common Stock of DWS RREEF
Real Estate Fund, Inc. (the "Issuer"), a Maryland corporation having its
principal executive offices at 345 Park Avenue, New York, NY 10154-0004. Items 4
and 7 of this Statement, previously filed by the Susan L. Ciciora Trust (the
"Trust") as the direct beneficial owner of shares, and, by virtue of certain
relationships previously described in this Statement, by Stewart R. Horejsi and
by the Alaska Trust Company ("ATC", together with Mr. Horejsi and the Trust
collectively referred to herein as the "Reporting Persons"), are hereby amended
as set forth below.
Item 4. Purpose of Transaction.
No change except for the addition of the following:
On November 5, 2009, the Trust and Mr. Horejsi entered into a Cooperation and
Voting Agreement with the Issuer and its adviser (the "Agreement") whereby the
Trust agreed, among other things, (i) not to pursue its previously announced
proposals related to the operation and governance of the Issuer and, (ii) as
recommended by the Board of Directors of the Issuer, to vote in favor of the
proposed liquidation and dissolution to be considered by stockholders for
approval at the upcoming annual meeting of stockholders (the "Annual Meeting").
As part of the Agreement, the Issuer has terminated the Rights Agreement dated
August 18, 2009, and has amended its bylaws to provide that the provisions of
the Maryland Control Share Acquisition Act will not apply to the acquisition of
shares of the Issuer's common stock by any stockholder, so long as such
stockholder's voting power in the election of directors of the Issuer remains
below one-third of all such voting power. Accordingly, in addition to being able
to vote Shares presently held, the Trust will be free to vote at the Annual
Meeting all Shares purchased after the date of this filing and prior to the
record date for the Annual Meeting, so long as the Trust's voting power remains
below one-third of all such voting power.
Depending upon their evaluation of the Issuer's investments and prospects, and
upon future developments (including, but not limited to, performance of the
Shares in the market, effective yield on the Shares, availability of funds,
alternative uses of funds, and money, stock market and general economic
conditions), any of the Reporting Persons or other persons or entities that may
act with the Reporting Persons (collectively referred to as the "Other Persons")
may from time to time purchase Shares, and any of the Reporting Persons or Other
Persons may from time to time dispose of all or a portion of the Shares held by
such person, or cease buying or selling Shares. Any such additional purchases or
sales of the Shares may be in open market or privately-negotiated transactions
or otherwise.
Item 7. Material to be Filed as Exhibits.
Exhibit 3 Form of Cooperation and Voting Agreement between the Trust and the
Issuer
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this Statement is true,
complete and correct.
Date: November 6, 2009
/s/ Stewart R. Horejsi
Stewart R. Horejsi
/s/ Douglas Blattmachr
Douglas Blattmachr, as President of Alaska Trust Company, trustee of the Trust
|
Exhibit 3
FORM OF
COOPERATION AND VOTING AGREEMENT
This Cooperation and Voting Agreement (the "Agreement") is made and entered
into effective as of the [_] of November, 2009 by and among DWS RREEF Real
Estate Fund, Inc., a Maryland corporation (the "Fund"), Deutsche Investment
Management Americas Inc., a Delaware corporation ("DIMA"), the Susan L. Ciciora
Trust, an irrevocable grantor trust domiciled in Alaska ("Ciciora") and Mr.
Stewart R. Horejsi ("Horejsi" and, together with Ciciora, individually and
collectively, the "Covered Stockholders").
WHEREAS, as of the date hereof, the Covered Stockholders are in the
aggregate the record and legal owners of or beneficial owners of (the terms
"beneficial owner" or "beneficial ownership" as used throughout this Agreement
have the same meaning ascribed thereto in Rule 13d-3 under the Securities
Exchange Act of 1934, as amended (the "Exchange Act")) 2,596,016 shares of
common stock of the Fund (the "Owned Shares" and, together with any Fund
securities of which such Covered Stockholders, or any affiliates thereof (the
term "affiliate" as used throughout this Agreement has the same meaning ascribed
thereto in Rule 12b-2 under the Exchange Act; provided that RREEF America,
L.L.C. ("RREEF") shall be deemed to be an affiliate of DIMA for purposes of this
Agreement), acquire beneficial ownership after the date hereof, whether by
purchase, acquisition, exchange or upon exercise of options, warrants,
conversion of other securities or otherwise, are collectively referred to herein
as the "Covered Shares");
WHEREAS, on June 8, 2009, Ciciora filed with the Securities and Exchange
Commission (the "Commission") a preliminary proxy statement on Schedule 14A (the
"Ciciora Proxy Statement") under the Exchange Act stating an intention to
solicit proxies to vote at the Fund's next annual meeting of stockholders
(including any adjournment(s) or postponement(s) thereof, the "Annual Meeting")
in favor of Ciciora's proposals enumerated therein;
WHEREAS, on August 17, 2009 the Fund issued a press release announcing,
among other things, that (i) the Board of Directors of the Fund (the "Board")
intended to provide the stockholders of the Fund with an opportunity to vote on
the liquidation of the Fund at the Annual Meeting and (ii) the Board had
approved the adoption of a new rights dividend and new "rights agreement" (such
"rights agreement" being entered into between the Fund and The Bank of New York
Mellon, as rights agent, dated August 18, 2009, the "Rights Agreement");
WHEREAS, on September 14, 2009, the Fund issued a press release announcing
the record and meeting dates for its 2009 Annual Meeting of Stockholders;
WHEREAS, on September 23, 2009, in accordance with the advance notice
provision contained in the Fund's by-laws, Ciciora submitted to the Fund a
number of proposals (the "Proposals"), substantially similar to those contained
in the Ciciora Proxy Statement, for consideration at the Annual Meeting,
including, but not limited to, proposals to elect Ciciora's nominees to the
Board, to terminate the Investment Management Agreement between the Fund and
DIMA and to terminate the Investment Advisory Agreement between DIMA and RREEF
with respect to the Fund;
WHEREAS, on October 9, 2009, the Fund filed with the Commission a
preliminary proxy statement on Schedule 14A under the Exchange Act recommending
that stockholders of the Fund approve the liquidation and dissolution of the
Fund (the "Liquidation") pursuant to a Plan of Liquidation and Dissolution
described therein (the "October Plan"); and
WHEREAS, the Covered Stockholders have expressed a willingness to withdraw
the Proposals and to cooperate with DIMA and the Fund in support of the
Liquidation during the period beginning on the date hereof and ending December
31, 2012 (such period being referred to herein as the "Voting Period");
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained in this Agreement, and for other good and valuable consideration, the
parties agree as follows:
1. Covered Stockholder Obligations. Effective upon execution of this Agreement
the Covered Stockholders agree that:
(a) The execution of this Agreement constitutes the withdrawal of the
Proposals by the Covered Stockholders.
(b) The Covered Stockholders shall, within one business day of executing
this Agreement, make an amended filing with the Commission on Schedule
13D under the Exchange Act and issue a press release, each stating
that the Covered Stockholders (i) have withdrawn the Proposals and
(ii) will take action to support the Liquidation. Except as set forth
in Section 13, this Agreement shall not otherwise restrict the rights
of Covered Stockholders to purchase shares of the Fund.
(c) The Covered Stockholders, and their affiliates, shall not submit any
of the Proposals or any other proposal at the Annual Meeting.
(d) The Covered Stockholders, and their affiliates, shall not take action
to nominate or present any person for election to the Board at the
Annual Meeting.
(e) The Covered Stockholders, and their affiliates, shall not submit any
requests or demands to exercise the Covered Stockholders' rights of
inspection during the Voting Period, and this Agreement constitutes
the withdrawal of any such request already made.
(f) The Covered Shares shall be voted in favor of the Liquidation at the
Annual Meeting and, during the Voting Period, in favor of any plan of
liquidation and dissolution recommended by the Board for approval by
stockholders of the Fund that is materially the same as the October
Plan (each such plan of liquidation and dissolution, a "Plan"). During
the Voting Period, the Covered Stockholders will use their best
efforts to effect stockholder approval of the Liquidation, including,
but not limited to, taking all reasonable measures requested from time
to time by DIMA or the Fund to support stockholder approval of the
Liquidation, such as making public statements in support of the
Liquidation in addition to those described in Section 1(b) hereof,
provided that a Covered Stockholder shall be under no obligation to
undertake a requested action if carrying out such requested action
would reasonably cause the Covered Stockholder to incur material out
of pocket expenses.
(g) For the purpose of carrying out the intent of each party in executing
this Agreement, including effecting the intent expressed in Section
1(f) hereof, each Covered Stockholder hereby agrees that during the
Voting Period, at the Annual Meeting and any subsequent annual or
special meeting of stockholders of the Fund, or at any adjournment(s)
or postponement(s) thereof, such Covered Stockholder and any
affiliates thereof shall (i) when a meeting is held, appear at such
meeting or otherwise cause the Covered Shares to be counted as present
thereat for the purpose of establishing a quorum and (ii) with respect
to each matter brought to a stockholder vote at such meeting, vote the
Covered Shares (or cause the Covered Shares to be voted), in person or
by proxy, in accordance with the recommendation of the Board,
including, without limitation, in favor of each director nominated and
recommended by the Board for election at any such meeting. For the
purpose of carrying out the intent of each party in executing this
Agreement, including effecting the intent expressed in Section 1(f)
hereof, each Covered Stockholder further agrees that until the polls
close with respect to voting on a Plan at the Annual Meeting, it, and
its affiliates, will not sell or otherwise dispose of the Covered
Shares.
(h) Each Covered Stockholder hereby agrees that during the Voting Period
such Covered Stockholder and any affiliates thereof shall (i) refrain
from directly or indirectly making any stockholder proposals at any
meeting of the stockholders of the Fund; (ii) refrain from directly or
indirectly soliciting or encouraging others to vote against the
Board's recommendations on any matters submitted to the stockholders
of the Fund; (iii) refrain from proposing any nominees for election to
the Board; (iv) refrain from directly or indirectly proposing, or
making any filing with respect to, any form of business combination,
restructuring, recapitalization, dissolution or similar transaction
involving the Fund, including, without limitation, a merger, tender or
exchange offer, open-ending, share repurchase or liquidation of the
Fund's assets, in each case, except with the consent of the Fund; (v)
refrain from executing any written consent with respect to any shares
of the Fund, except with consent of the Fund; (vi) refrain from
joining or participating in any "group," as defined in Section
13(d)(3) of the Exchange Act, concerning the Fund other than for the
purpose of supporting a liquidation and dissolution of the Fund in
accordance with a Plan; (vii) refrain from seeking the removal of or
voting in favor of the removal of any member of the Board; (viii)
refrain from seeking control or influence over the management or
policies of the Fund and (ix) refrain from calling or requesting the
call of any special meeting of the stockholders of the Fund.
(i) Each Covered Stockholder severally and not jointly hereby agrees that
during the Voting Period, neither such Covered Stockholder nor any
affiliates thereof shall purchase or acquire the right to vote any
shares of the Fund's preferred stock.
2. Fund and DIMA Obligations. Subject to the prior satisfaction of Sections
1(a) and 1(b) hereof by the Covered Stockholders, the Fund and DIMA agree
that:
(a) The Fund shall publicly announce a revised Annual Meeting date of
January 29, 2010 with a record date of December 21, 2009.
(b) The Fund shall terminate the Rights Agreement and shall publicly
announce the termination thereof.
(c) The Board shall adopt an amendment to the By-laws of the Fund stating
that the provisions of Sections 3-701 to 3-709 of the Maryland General
Corporation Law (the "MGCL") shall not apply to the acquisition of
shares of capital stock of the Fund by any person, and any affiliates
or associates thereof (as the term "associate" is defined in Section
3-701 of the MGCL), so long as such person's voting power in the
election of directors of the Fund (which are to be elected by the
holders of the common stock of the Fund), together with the voting
power in the election of directors of the Fund (which are to be
elected by the holders of the common stock of the Fund) of all
affiliates and associates (as the term "associate" is defined in
Section 3-701 of the MGCL) thereof, excluding any such voting power
solely by virtue of a revocable proxy, remains below one-third of all
such voting power. The Fund shall publicly announce the adoption of
such amendment to its Bylaws.
(d) The Fund shall use best efforts to solicit proxies to be voted in
favor of a Plan at the Annual Meeting (including hiring a nationally
recognized proxy solicitation firm who shall solicit proxies by
phone). Based on the facts presented and subject to the Board's
business judgment, the Fund may adjourn the Annual Meeting to solicit
proxies to be voted in favor of a Plan at the Annual Meeting and,
during the Voting Period, any subsequent meeting of stockholders of
the Fund at which a Plan is put to a stockholder vote.
(e) If a Plan is not approved at the Annual Meeting, the Board shall
submit a Plan to stockholders of the Fund for a vote at least once
during each calendar year thereafter until the expiration of the
Voting Period.
3. No Disparagement. During the Voting Period, each party hereto and all
affiliates thereof shall refrain from directly or indirectly (i)
disparaging, impugning or taking any action reasonably likely to damage the
reputation of any other party or their respective affiliates, including, in
each case, the members, trustees, directors, officers or employees thereof,
or any of the members of the Board and (ii) making any public statements
inconsistent with its obligations under Section 1 hereof. The Covered
Stockholders will, within one business day of executing this Agreement,
disable and remove the website posted at http://www.srqsro.com, which may
be accomplished by the publishing of a blank page on the website within one
business day of executing this Agreement, allowing that blank page to
propagate through the Internet and then removing and disabling the website.
The foregoing shall not apply to any compelled testimony or production of
information, either by legal process or subpoena or in connection with a
response to a request for information from any governmental authority with
jurisdiction over the party from whom information is sought.
4. No Assignment. This Agreement shall be binding upon the parties and, except
as otherwise provided herein, upon their respective legal successors. No
party may assign this Agreement without the prior written consent of each
other party and any such attempted assignment shall be void.
5. Applicable Law. The validity of this Agreement, the construction and
enforcement of its terms, and the interpretations of the rights and duties
of the parties shall be governed by the laws of the State of New York,
without regard to conflict of laws rules. The parties agree that the state
and federal courts of the State of New York shall be the proper forums for
any legal controversy arising in connection with this Agreement, and the
parties hereby irrevocably and unconditionally consent to the exclusive
jurisdiction of such courts for such purposes and hereby further
irrevocably and unconditionally waive and agree not to plead or claim in
any such court that any controversy brought in any such court has been
brought in an improper or inconvenient forum.
6. Injunctive Relief. Each party acknowledges that a breach of its obligations
under this Agreement may result in irreparable harm to another party for
which monetary damages shall not be sufficient. Each party hereto agrees
that, in the event of a breach or threatened breach by another party of its
obligations under this Agreement, each non-breaching party shall be
entitled, in addition to its other rights and remedies hereunder or at law,
to injunctive or other equitable relief, and such further relief as may be
proper from a court of competent jurisdiction, including specific
performance of the obligations set forth in Paragraphs 1 and 2 of this
Agreement. Each party hereby waives any requirements for the securing or
posting of any bond with any such equitable remedy.
7. Modification. No modification, amendment, supplement to or waiver of this
Agreement of any of its provisions shall be binding upon the parties hereto
unless made in writing and duly signed by all parties.
8. Invalidity. In the event that any one or more of the provisions of this
Agreement shall for any reasons be held to be invalid, illegal or
unenforceable, the remaining provisions of this Agreement shall be
unimpaired, and the invalid, illegal or unenforceable provision or
provisions shall be replaced by a mutually acceptable provision, which
being valid, legal and enforceable, comes closest to the economic effect
and intent of the parties underlying the invalid, illegal or unenforceable
provision or provisions.
9. No Waiver. A waiver or breach or default under this Agreement shall not be
a waiver of any other or subsequent breach or default. The failure or delay
in enforcing compliance with any term or condition of this Agreement shall
not constitute a waiver of such term or condition unless such term or
condition is expressly waived in writing.
10. Counterparts. This Agreement may be executed in one or more counterparts
transmitted by facsimile or other electronic means, and each counterpart
shall have the effect of an original.
11. Certifications. Each Covered Stockholder agrees to provide the Fund
promptly upon request complete and accurate documentation certified by such
Covered Stockholder and all affiliates thereof stating as of the time of
the request (i) the number of Fund securities of which such person is the
record and legal owner, (ii) the number of Fund securities of which such
person is the beneficial owner, (iii) the number of Fund securities over
which such person has voting power and (iv) the number of Fund securities
of which such person has the right to acquire regardless of when such
rights may be exercised and whether they are conditional, and securities in
which such person has any economic interest, including, without limitation,
pursuant to any derivative security, contract or instrument in any way
related to securities of the Fund. Each Covered Stockholder, and all
affiliates thereof, shall supply the Fund with the certifications described
in this Section 11 within one business day of the execution of this
Agreement by such Covered Stockholder.
12. Entire Agreement. This Agreement and any other written agreement entered
into by the parties on or after the date of this Agreement shall constitute
the entire Agreement among the parties and shall supersede all previous
agreements, promises, proposals, representations, understandings and
negotiations, whether written or oral, among the parties respecting the
subject matter hereof.
13. Confidentiality. Each Covered Stockholder agrees that it will not trade or
transact in, and will not permit any affiliates to trade or transact in,
securities of the Fund (including, without limitation, options and warrants
on securities of the Fund; instruments convertible into securities of the
Fund and derivative securities, contracts or instruments in any way related
to securities of the Fund) while such Covered Stockholder, or one or more
affiliate thereof, is in possession of material non-public information
regarding the Fund. Confidential Information (as defined below) shall be
used by each Covered Stockholder solely for the purpose of complying with
the intent of this Agreement, and not in any way directly or indirectly
detrimental to the Fund, the Board, DIMA and/or their respective
affiliates. In connection with the performance of this Agreement, the
Covered Stockholders may obtain access to non-public, confidential or
proprietary information about the Fund, the Board, DIMA and/or their
respective affiliates (in any form whatever, "Confidential Information").
The term "Confidential Information" does not include any information that
at the time of disclosure (a) is generally known by the public (other than
as a result of its disclosure directly or indirectly by one or more of the
Covered Stockholders or any trustee, officer, family member, employee,
agent, partner, affiliate or advisor thereof, collectively,
"Representatives")) or (b) is available to the Covered Stockholders on a
non-confidential basis from a source other than the Fund, provided that
such source is not and was not bound by a confidentiality agreement or
other legal duty of confidentiality to the Fund. Each Covered Stockholder
represents that its trustees, employees, directors and officers, if any,
are bound by a legal duty of confidentiality to the applicable Covered
Stockholder. In the event that a Covered Stockholder become legally
compelled (by deposition, subpoena, civil investigative demand or similar
process) to disclose any of the Confidential Information, such Covered
Stockholder shall provide written notice to the Fund promptly after such
request and prior to responding so that the Fund may seek a protective
order or other appropriate remedy (and each such Covered Stockholder agrees
to cooperate with the Fund in connection with seeking such order or other
remedy). In the event that such protective order or other remedy is not
obtained, each applicable Covered Stockholder agrees to furnish, and permit
its Representatives to furnish, only that portion of the Confidential
Information which such Covered Stockholder is advised by written opinion of
counsel is legally required and to exercise best efforts to obtain
assurance that confidential treatment will be accorded such Confidential
Information.
14. Further Assurances. From time to time, at the request of another party and
without further consideration, each party hereto shall take such reasonable
further action as may reasonably be necessary or desirable to carry out the
intent of this Agreement.
15. Notices. All notices, requests, claims, demands and other communications
hereunder shall be in writing and shall be given (a) on the date of
delivery if delivered personally, (b) on the first business day following
the date of dispatch if delivered by a nationally recognized next-day
courier service, (c) on the fifth business day following the date of
mailing if delivered by registered or certified mail (postage prepaid,
return receipt requested) or (d) if sent by facsimile transmission, when
transmitted and receipt is confirmed. All notices hereunder shall be
delivered to the respective parties at the following addresses (or at such
other address for a party as shall be specified in a notice given in
accordance with this Section 15):
if to the Fund:
One Beacon Street
Boston, Massachusetts 02108
Tel: (617) 295-2572
Facsimile: (617) 295-4326
Attn: John Millette, Vice President and Secretary
with copies to:
Ropes & Gray LLP
One International Place
Boston, Massachusetts 02110
Tel: (617) 951-7393
Facsimile: (617) 235-0040
Attn: John W. Gerstmayr, Esq.
if to DIMA:
Deutsche Investment Management Americas Inc.,
345 Park Avenue
New York, NY 10154
Telephone: (212) 454-6187
Facsimile: (646) 257-3093
Attention: A-Thomas Smith
if to a Covered Stockholder:
Stephen C. Miller
2344 Spruce Street
Suite A
Boulder CO 80303
Tel: (303) 442-2156
Facsimile: (303) 245-0420
16. No Third Party Beneficiaries. This Agreement is for the sole benefit of the
parties hereto and their permitted successors and assigns under Section 4
hereof, if any, and nothing herein expressed or implied shall give or be
construed to give to any person, other than (i) the parties hereto and such
successors and assigns and (ii) the persons described in clause (i) of
Section 3 with respect to Section 3 hereof, any legal or equitable rights
hereunder.
17. No Presumption Regarding Drafting. Each party hereto acknowledges that it
has reviewed this Agreement prior to its execution and that changes were
made to this Agreement based upon its comments. If any disputes arise with
respect to the interpretation of any provision of this Agreement, the
provision shall be deemed to have been drafted by both of the parties and
shall not be construed against any party on the basis that the party was
responsible for drafting that provision.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first above written.
DWS RREEF REAL ESTATE FUND, INC.
By:_________________________
Name: Michael G. Clark
Title: President
DWS RREEF REAL ESTATE FUND, INC.
By:_________________________
Name: Rita Rubin
Title: Assistant Secretary
DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC.
By:_________________________
Name: W. Douglas Beck
Title: Managing Director
DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC.
By:_________________________
Name: Christine Rosner
Title: Managing Director
SUSAN L. CICIORA TRUST
By:_________________________
Name:
Title:
Stewart R. Horejsi
Scudder Rreef RE (AMEX:SRQ)
Historical Stock Chart
From Oct 2024 to Nov 2024
Scudder Rreef RE (AMEX:SRQ)
Historical Stock Chart
From Nov 2023 to Nov 2024
