Two of CharterMac's Executive Officers Adopt 10b5-1 Plans
June 15, 2005--CharterMac (the "Company") (AMEX:CHC) today announced that Marc D. Schnitzer, the Company's President, and Denise L. Kiley, the Company's Chief Credit Officer, have adopted trading plans pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934 and the Company's policies with respect to insider transactions.
Rule 10b5-1 allows officers and directors to adopt written, pre-arranged stock trading plans when they do not have material, non-public information. Using these plans, insiders can systemically diversify their investment portfolios and reduce any significant market impact by spreading stock trades out over an extended period of time. The plans establish predetermined trading parameters that do not permit the person adopting the plan to exercise any subsequent influence over how, when, or whether to effect trades, thereby avoiding concerns as to whether the person was in possession of material, non-public information when the stock was sold.
Mr. Schnitzer entered into a plan which allows for transactions to take place between June 16, 2005, and January 11, 2006. During this period, as part of his personal financial planning, Mr. Schnitzer will convert and sell 175,000 special common units ("SCUs") of one of the Company's subsidiaries into an equal number of common shares, assuming certain price targets and other conditions are met. This represents approximately 15.4% of Mr. Schnitzer's current beneficial holdings and 0.2% of the Company's aggregate outstanding common shares, restricted common shares, Convertible Community Reinvestment Act Preferred Shares ("CRA shares"), SCUs, and currently exercisable stock options. In addition to the SCUs subject to his trading plan, Mr. Schnitzer continues to hold 864,229 additional SCUs, 41,011 common shares (including 22,594 common shares directly owned by Mr. Schnitzer, 2,050 common shares indirectly owned by Mr. Schnitzer, and 16,367 restricted common shares, which will vest over the next three years), and options covering 220,765 shares, which will vest over the next three years.
Ms. Kiley, whose previously announced retirement will become effective June 30, 2005, entered into a plan which allows for transactions between June 15, 2005, and September 15, 2005. During this period, as part of her personal financial planning, Ms. Kiley will convert and sell 131,906 SCUs into an equal number of common shares, contingent upon certain price targets and other conditions being achieved. This represents approximately 18.7% of Ms. Kiley's current beneficial holdings and 0.2% of the Company's aggregate outstanding common shares, restricted common shares, CRA shares, SCUs, and currently exercisable stock options. In addition to the SCUs subject to her trading plan, Ms. Kiley continues to hold 527,622 additional SCUs and 24,346 common shares (including 23,091 common shares directly owned by Ms. Kiley and 1,255 common shares indirectly owned by Ms. Kiley).
The transactions under Mr. Schnitzer and Ms. Kiley's plans will be disclosed publicly through Form 4 filings with the Securities and Exchange Commission.
About the Company
CharterMac, through its subsidiaries, is one of the nation's leading full-service real estate finance companies, with a strong core focus on multifamily financing. CharterMac offers capital solutions to developers and owners of multifamily rental housing throughout the country and quality investment products to institutional and retail investors. For more information, please visit CharterMac's website at http://www.chartermac.com or contact the Shareholder Services Department directly at 800-831-4826.
Certain statements in this press release may constitute forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and beliefs and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties are detailed in CharterMac's Annual Report on Form 10-K for the period ended December 31, 2004, and in its other filings with the Securities and Exchange Commission. Such forward-looking statements speak only as of the date of this press release. CharterMac expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in CharterMac's expectations with regard thereto or change in events, conditions, or circumstances on which any such statement is based.
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