| The SRT Shareholders Coalition (the “Coalition”) has filed a definitive proxy statement and related materials with the Securities and Exchange Commission (“SEC”) in connection with the Coalition’s solicitation of written requests to call a special meeting of the shareholders of SRT. SRT shareholders should read the Coalition’s definitive proxy statement and its other publicly-filed proxy materials as they become available, because they contain important information. This is not a solicitation of proxies for the annual meeting, and stockholders are not being asked to provide proxies for the annual meeting to the Coalition at this time. In connection with its solicitation of proxies for the SRT annual meeting, the Coalition has filed a preliminary proxy statement with the SEC to solicit proxies with respect to the annual meeting. Investors and security holders are urged to read the preliminary solicitation statement in its entirety, and the definitive proxy statement and other relevant documents when they become available, because they will contain important information regarding the solicitation. Information regarding the direct and indirect interests of the Coalition and each other participant in the solicitation of written requests to call a special meeting or the solicitation of proxies for the annual meeting are included in the Coalition’s proxy materials filed with the SEC. The Coalition’s proxy materials and other SEC filings may be accessed without charge at the SEC’s website at www.sec.gov. The following persons are participants in connection with the solicitations: Dianne Costa, Jerome Hagley, Michael Karas, Marshall Karr, Todd Spitzer, Tina Aldatz, Bernece Davis, Robert Hoh, James Ronald King Sr., David Larsen, John Skeffington, Anthony Thompson, Sharon Thompson, Centaurus Financial Inc. and Thompson National Properties, LLC. FACT CHECK: Batinovich Distracts Shareholders From Glenborough Failures Through Fiction *ATTN SHAREHOLDERS: RETURN THE ORANGE BALLOT AND GREEN BALLOT FOR NEW INDEPENDENT LEADERSHIP* FOR MORE INFO VISIT WWW.PROTECTOURINVESTMENT.ORG OR CALL THE SHAREHOLDER HOTLINE 1-800-401-7905 BATINOVICH’S FICTITIOUS CLAIMS THE FACTS o Batinovich Claim: Thompson National Properties, TNP, the holding company through which Thompson conducts his business, is apparently insolvent, with a 2012 negative net worth of over $40 million. ü. FACT: In 2012, TNP had $2.2 million taxable income and $35 million in revenues according to tax returns. The TNP property manager is financially stable and properly capitalized. o Batinovich Claim: Thompson paid fees to himself before they were earned, causing SRT auditors to refuse to accept certifications signed by Thompson. After our auditors discovered the wrongful payments, Mr. Thompson sought to have the auditors fired. ü. FACT: Mr. Thompson never personally received fees; all fees paid to TNP were earned for 21 acquisitions and 8 dispositions. Thompson recommended replacing McGladrey for their excessive fees in April 2012. Rogers, Levin and Maier refused Thompson’s advice to replace McGladrey with Moss Adams as SRT’s auditor. Finally, in May 2013 they replaced McGladrey with the very firm Thompson recommended after paying McGladrey an additional $1.5 million in fees! o Batinovich Claim: With his financial problems mounting, Thompson collected a significant fee of $775,000 by recommending and effecting an ill- advised investment in the Lahaina Gateway Center. ü. FACT: The acquisition fee for Lahaina was standard pursuant to the advisory agreement. The acquisition fee was not paid until Q1 2013 after TNP’s highly successful sale of SRT’s Waianae Mall property in Honolulu. Emails show Rogers, Levin and Maier were fully informed of all details of the Lahaina purchase and the Torchlight loan with Levin and SRT’s CFO authorizing money to close to be wired. TNP offered a bridge loan in November 2012 to avoid any violation of loan covenants. Rogers, Levin and Maier rejected TNP’s bridge loan offer and followed Batinovich’s direction to give Lahaina back to the lender in July 2013 causing SRT to lose over $3 million of shareholder equity. o Batinovich Claim: Thompson refused to return the Company’s shareholder data, forcing us to initiate litigation to recover the information and causing the Company to delay the 2013 annual meeting. ü. FACT: Not true. All SRT shareholder data necessary for a shareholder meeting was provided to SRT by TNP in April 2013, which is independently verified. o Batinovich Claim: Thompson has sued the Company for over $10 million, alleging that the Company is bound under property management agreements for 20 years. ü. FACT: TNP sued Glenborough and SRT to reinstate TNP’s valid property management agreements, which had been in effect since TNP founded SRT in 2009. We believe Batinovich illegally interfered with these contracts for personal gain and furthermore claims falsely that TNP is suing to reinstate the advisory agreement. Thompson believes SRT no longer needs an external advisor and should fire Batinovich as advisor to save the REIT over $1 million annually of unnecessary cost. o Batinovich Claim: Thompson now seeks to effect a change in control of the Company with the goal of being rehired as advisor and property manager. ü. FACT: Thompson does not seek to be rehired as the advisor. Thompson supports the Shareholders Coalition process, which will find and engage competent property managers qualified to provide proper management to SRT’s properties. o Batinovich Claim: Thompson is accused of fraud and other securities violations by FINRA, the Financial Industry Regulatory Authority. ü. FACT: The allegation is unfounded. Regardless, FINRA’s misplaced actions have nothing to do with SRT and the failures of Batinovich, Levin, Rogers and Maier. |
