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2 Shareholders Sue Koll, Alleging Unfair Stock Offer

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TIMES STAFF WRITER

Two shareholders filed lawsuits against Koll Management Services Inc., a property management firm controlled by Donald Koll, for allegedly offering too low a price to buy out the company.

Donald Koll, chairman of Koll Management Services, controls 64% of the company’s stock. The company and its investment firm, Freeman Spogli & Co. Inc. in Los Angeles, said last week that they plan to buy the other 36% of the company for $15 a share, or about $15.5 million.

The two lawsuits accuse Koll of using his control of the Newport Beach-based company to exact an unfair price from minority shareholders, therefore violating his fiduciary duty by not seeking other bidders first. Koll officials declined to comment.

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Brad Freeman, a principal of Freeman Spogli, said the suits are “meaningless.” He said it is standard procedure for lawyers to file suits asking for more money.

The suits were filed Thursday and Tuesday in Delaware Chancery Court. The plaintiffs are identified as 7457 Partners, a Florida partnership, and Phronesis Partners LP. Their ownership stake was not disclosed. The shareholders want to block the offer and force Koll to consider other offers.

In trading Tuesday, shares of Koll Management were unchanged at $14 a share. The company said a committee of independent directors is studying the management-led buyout offer.

Koll Management, which manages about $1 billion worth of real estate, is the third-largest property and asset management company in the United States. The company went public in July, 1991.

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