Additional Proxy Soliciting Materials (definitive) (defa14a)
January 04 2022 - 3:17PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
PROXY
STATEMENT PURSUANT TO SECTION 14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )
Filed
by the Registrant ☒
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Filed
by a Party other than the Registrant ☐
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Check
the appropriate box:
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☐
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Preliminary
Proxy Statement
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☐
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Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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☐
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Definitive
Proxy Statement
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☒
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Definitive
Additional Materials
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Soliciting
Material under §240.14a-12
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Monmouth
Real Estate Investment Corporation
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(Name
of Registrant as Specified in Its Charter)
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N/A
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(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment
of Filing Fee (Check the appropriate box):
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☒
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No
fee required.
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☐
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title
of each class of securities to which transaction applies:
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(2)
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Aggregate
number of securities to which transaction applies:
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(3)
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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):
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(4)
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Proposed
maximum aggregate value of transaction:
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(5)
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Total
fee paid:
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☐
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Fee
paid previously with preliminary materials.
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☐
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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.
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(1)
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Amount
Previously Paid:
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(2)
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Form,
Schedule or Registration Statement No.:
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(3)
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Filing
Party:
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(4)
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Date
Filed:
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MONMOUTH
REAL ESTATE INVESTMENT CORPORATION
BELL
WORKS
101
CRAWFORDS CORNER ROAD
SUITE
1405
HOLMDEL,
NEW JERSEY 07733
A
Public REIT Since 1968
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INTERNET:
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OFFICE:
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EMAIL:
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www.mreic.reit
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(732)
577-9996
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mreic@mreic.com
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Dear
Shareholder:
We
have previously sent you the proxy materials for the special meeting of shareholders (the “Special Meeting”) of Monmouth
Real Estate Investment Corporation (“Monmouth”) to be held on February 17, 2022. At the Special Meeting shareholders will
be asked to approve, among other matters, the acquisition of Monmouth by Industrial Logistics Properties Trust (“ILPT”) via
Monmouth’s merger with a wholly owned subsidiary of ILPT (the “Merger”).
To ensure that your shares are counted, please take a moment right now and return the enclosed proxy card.
Monmouth’s
board of directors has determined that Monmouth’s merger agreement with ILPT (the “Merger Agreement”), the Merger,
and the other transactions contemplated by the Merger Agreement are advisable and in the best interests of Monmouth and its shareholders,
and recommends that you vote “FOR” each of the proposals to be considered and voted upon at the Special Meeting.
In
order to make it convenient for you to vote, we are enclosing a duplicate proxy card for your use. We have also made arrangements for
you to be able to vote by telephone or internet, as well as by mail. Simply follow the instructions on the enclosed proxy card to do
so.
Please
vote today!
Holders
of at least two-thirds of all outstanding shares of Monmouth’s common stock must vote in favor to authorize the Merger. Because
the required vote for the proposal to approve the Merger is based on the number of votes Monmouth common shareholders are entitled to
cast rather than on the number of votes cast, failure to vote your shares (including failure to give voting instructions to your broker,
bank or other nominee) and abstentions will have the same effect as voting “AGAINST” the Merger.
Remember
- every share and every vote counts!
You
may also sign, date and mail your proxy card in the envelope provided. If you have any questions, please call our proxy solicitor, MacKenzie
Partners, Inc., at (800) 322-2885.
Thank
you for your continued support.
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Sincerely,
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Eugene
W. Landy
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Chairman
of the Board
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