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Ex-Brandywine Realty board member lets loose in letter

Board members come and go so often that, unless the change involves a well-known name, few notice.

On Monday, Radnor-based Brandywine Realty Trust announced the resignation of two members of its board of trustees. Brandywine, developer of the prism-like Cira Centre near 30th Street Station, is a real estate investment trust focused on office properties.

Thomas F. August and Michael V. Prentiss stepped down from the board they'd joined little more than two years ago, following Brandywine's acquisition of Dallas-based Prentiss Properties Trust in a $3.3 billion deal.

Brandywine chairman Walter D'Alessio said in a statement that the company wished "Tom and Mike all the best in the future."

But the recent past may have been a different story.


A filing with the Securities and Exchange Commission contained August's Feb. 5 resignation letter in which Prentiss Properties' former CEO outlined three scenarios to change Brandywine's management:

* Current CEO Jerry Sweeney would report to August as executive chairman and D'Alessio would become lead outside director;

* Or Sweeney and August would be "equals" with August becoming chief operating officer, reporting directly to the board;

* Or August, as chief operating officer, would report to Sweeney, but the chief financial officer would report to August.

August writes:

The Board has found something wrong with the first two proposals and did not even have the courtesy to respond to the third. ...

With all that has happened over the last year or so I cannot imagine what more evidence this Board needs to realize that a change needs to be made.

Such candor is rare in resignation letters. So much so that August sent a follow-up note to the board, in which he said it "obviously reflected a moment of frustration."

But he didn't back down from his point that Brandywine, which has seen its stock price drop about 51 percent over the last year, must "expeditiously execute its business plan."

Brandywine said in its filing that the board and August weren't able to agree on the terms under which August would become the chief operating officer.

As for Michael Prentiss, he resigned three days later. His letter? Two lines - he "appreciated the opportunity" and wished everyone well.

- Mike Armstrong

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This page contains a single entry from the blog posted on February 15, 2008 5:51 AM.

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