Proxy Advisory Firm Glass Lewis Recommends Mack-Cali Shareholders Vote Bow Street’s Gold Proxy Card for Bow Street Nominees MaryAnne Gilmartin and Frederic Cumenal

Says Bow Street’s Nominees Bring Fresh, Qualified and Independent
Perspectives to Board at Critical Time When All Strategic and
Transaction Alternatives Should Be Thoroughly and Objectively Considered
by Independent Directors

Joins Leading Independent Proxy Advisory Firm, ISS, in
Recommending Mack-Cali Shareholders Vote Bow Street’s GOLD
Proxy Card

Bow Street Urges Mack-Cali Shareholders to Vote GOLD
“FOR” ALL FOUR of its Independent,
Highly-Qualified Nominees

NEW YORK–(BUSINESS WIRE)–Bow Street LLC (“Bow Street”), a New York-based investment firm that
beneficially owns approximately 4.5% of the outstanding shares of common
stock of Mack-Cali Realty Corporation (“Mack-Cali” or the “Company”)
(NYSE: CLI), today announced that Glass, Lewis & Co., LLC (“Glass
Lewis”), one of the nation’s leading independent proxy advisory firms,
has recommended that Mack-Cali shareholders vote the GOLD
proxy card “FOR” the election of Bow Street’s highly-qualified,
independent director nominees MaryAnne Gilmartin and Frederic Cumenal in
connection with Mack-Cali’s Annual Meeting of Shareholders to be held
June 12, 2019. Glass Lewis’ recommendation follows Institutional
Shareholder Services Inc.’s (“ISS”) recommendation that Mack-Cali
shareholders vote the GOLD proxy
card “FOR” Bow Street’s nominees MaryAnne Gilmartin, Nori Gerardo
Lietz and Alan Batkin.

Akiva Katz and Howard Shainker, Managing Partners of Bow Street, said,
“We are delighted that ISS and Glass Lewis, the two leading proxy
advisory firms, have recognized that fresh, independent perspectives are
required on the Mack-Cali Board and that all strategic alternatives must
be thoroughly explored by independent directors to drive meaningful
value creation for shareholders. Moreover, we applaud Glass Lewis for
its skepticism of Mack-Cali’s indefensible governance track record and
ability to create value absent meaningful change. We encourage
shareholders to vote GOLD TODAY FOR ALL FOUR
of Bow Street’s independent nominees – MaryAnne Gilmartin, Nori Gerardo
Lietz, Alan Batkin and Frederic Cumenal – who have the experience and
skillsets required to be effective stewards and seriously consider all
available options to maximize shareholder value.”

In making its recommendation “FOR” Bow Street’s nominees Glass
Lewis noted:

• “In short, we believe Mack-Cali’s long-term TSR underperformance,
  multiple shifts in strategies and management through the years,
  disparate asset portfolio at times, lack of sustainable asset or share
  value creation, potentially insurmountable financial leverage,
  persistent trading discount and seemingly limited strategic and
  financial alternatives, coupled with what appears to remain a somewhat
  weak corporate governance structure with certain hallmarks of an
  entrenched board (i.e., founding family shareholder and chairman,
  lengthy director tenures, long-standing relationships between certain
  directors, potentially misaligned incentives and interests)…we see
  ample grounds for shareholders to support incremental board change at
  this time.”
• “…we’re of the opinion that Bow Street nominees Ms. Gilmartin and Mr.
  Cumenal would be strong additions to the Mack-Cali board at this time.
  Both have served as CEOs and directors of public companies, and we
  believe their collective experience in real estate investment,
  operations and development, family-controlled trusts, consumer
  branding, corporate communication and strategy, financial disclosure,
  and shareholder alignment would be additive to the board. Further, we
  expect both of these Dissident nominees to bring fresh, qualified and
  independent perspectives to the board at a critical time when we
  believe all of the Company’s strategic and transaction alternatives
  should be thoroughly and objectively considered by independent
  directors with the assistance of independent experts, valuators,
  bankers and lawyers.”
• “…we also find [Gilmartin and Cumenal] to be strong candidates for the
  Mack-Cali board in light of their respective executive and board
  experience in real estate operations and consumer branding, which is
  directly applicable to Mack-Cali’s assets, plan and potential
  alternatives.”
• “In our view, the election of these directors would usher in a clear
  directive for the board to establish a strategic review committee,
  ideally comprised of these two new directors and two additional
  independent directors, and empowered to engage independent advisors as
  it deems appropriate, in order to fully and objectively evaluate all
  of the Company’s alternatives. Over the last several years, a number
  of shareholders and analysts have called for board refreshment at
  Mack-Cali — we believe the current proxy contest represents an
  appropriate time and opportunity for shareholders to effect such
  change.”

Glass Lewis not only recognized the need for Mack-Cali to explore
strategic alternatives, but also the risks the Company’s current
structure poses to value creation:

• “…given the risk of significant dilution of shareholders’ interests in
  the Company’s assets and continued value destruction, in light of the
  current favorable conditions in certain segments of the real estate
  market, as compared to the financial and execution risks inherent in
  the Company’s standalone strategy, we’re inclined to agree with Bow
  Street that now is a critical time for the board to fully and
  seriously consider all available options, including… separating
  assets, selling additional assets or selling the Company in whole.”
• “…given Mack-Cali’s history and recent results under current
  management, in light of the substantial structural challenges facing
  the Company, it seems the negative investor sentiment surrounding the
  Company and the significant trading discount to NAV is well justified.
  As such, we are skeptical regarding the ability of the Company, as
  presently structured, to create value for existing shareholders going
  forward, without meaningful change.”

• “In the absence of a transformative transaction, it seems that equity
  dilution is all but inevitable for existing shareholders.”

Furthermore, Glass Lewis highlighted Mack-Cali’s underperformance, weak
governance track record, and misaligned incentives:

• “…we find Mack-Cali’s recent and historical performance and governance
  track record to be generally indefensible, as Mack-Cali shareholders
  have suffered a prolonged period of substantial underperformance —
  through multiple strategic plans and management teams — all under the
  20-year oversight of the directors who Bow Street has targeted for
  replacement, amounting to a clear indictment of their effectiveness as
  stewards on the Mack-Cali board.”
• “Since the Company embarked on its current strategy approximately four
  years ago, leverage has increased over two turns, from 7.1x EBITDA at
  the end of 2014, despite sales of $2.2 billion in non-core assets, the
  proceeds of which were earmarked to pay down debt. Bow Street holds
  the incumbent directors responsible for allowing Mack-Cali’s leverage
  to rise beyond that of any peer average, including malls (~8.5x),
  office REITs (~6.5x), diversified REITs (~6.5x) and apartment REITs
  (~6.0x). In our view, this is justified criticism considering
  Mack-Cali’s current unenviable position.”
• “…the founding family’s position is primarily comprised of common
  units of Mack-Cali’s operating partnership, which share economic
  characteristics with the common stock but have different tax
  characteristics, which could explain why, for instance, the Mack
  family might oppose a sale of the Company or its assets even if such a
  transaction represented an attractive opportunity for common
  shareholders. We recognize that William Mack and his brother, who both
  serve as directors of the Company, have a fiduciary duty to protect
  and act in a manner consistent with the rights and interests of all
  shareholders, but we believe it’s worth highlighting this potential
  misalignment of incentives given the current situation surrounding the
  Company.”
• “… of the four directors targeted, some or all have long-standing
  relationships with other board members, including the chairman,
  through prior and current business connections at other entities, some
  have overseen serious business and governance failures with dire
  consequences for public investors while serving in key director roles
  at Mack-Cali and on the boards of other public companies, and some
  have received limited shareholder support for election to the
  Mack-Cali board or other public company boards where they have served
  in prior years.”
• “Not until February 2019, around the time that Bow Street approached
  Mack-Cali with its transaction proposal, did the board decide to
  expand to 11 members and nominate two new director nominees at this
  year’s annual meeting, which suggests that the board’s relatively
  newfound motivation to refresh its membership could have been
  reactionary not only to Bow Street’s campaign but to prior calls from
  shareholders in years past.”

Bow Street encourages all Mack-Cali shareholders to visit http://bowstreetllc.com/mack-cali/
to review additional information regarding THE
CASE FOR CHANGE AT MACK-CALI.

About Bow Street LLC

Founded in 2011, Bow Street is a New York-based investment manager that
partners with institutional investors and family offices globally to
invest opportunistically across public and private securities.

Important Information

Bow Street LLC (“Bow Street”), A. Akiva Katz, Howard Shainker, Alan R.
Batkin, Frederic Cumenal, MaryAnne Gilmartin, and Nori Gerardo Lietz
(collectively, the “Participants”) have filed with the Securities and
Exchange Commission (the “SEC”) a definitive proxy statement and
accompanying form of proxy to be used in connection with the
solicitation of proxies from shareholders of Mack-Cali Realty
Corporation (the “Company”). All shareholders of the Company are advised
to read the definitive proxy statement and other documents related to
the solicitation of proxies by the Participants, as they contain
important information, including additional information related to the
Participants. The definitive proxy statement and an accompanying proxy
card is being furnished to some or all of the Company’s shareholders and
is, along with other relevant documents, available at no charge on the
SEC website at http://www.sec.gov/
or from the Participants’ proxy solicitor, Innisfree M&A Incorporated.

Information about the Participants and a description of their direct or
indirect interests by security holdings is contained in the definitive
proxy statement on Schedule 14A filed by Bow Street with the SEC on May
1, 2019. This document is available free of charge from the sources
indicated above.

Disclaimer

This material does not constitute an offer to sell or a solicitation of
an offer to buy any of the securities described herein in any state to
any person. In addition, the discussions and opinions in this press
release are for general information only, and are not intended to
provide investment advice. All statements contained in this press
release that are not clearly historical in nature or that necessarily
depend on future events are “forward-looking statements,” which are not
guarantees of future performance or results, and the words “anticipate,”
“believe,” “expect,” “potential,” “could,” “opportunity,” “estimate,”
and similar expressions are generally intended to identify
forward-looking statements. The projected results and statements
contained in this press release that are not historical facts are based
on current expectations, speak only as of the date of this press release
and involve risks that may cause the actual results to be materially
different. Certain information included in this material is based on
data obtained from sources considered to be reliable. No representation
is made with respect to the accuracy or completeness of such data, and
any analyses provided to assist the recipient of this presentation in
evaluating the matters described herein may be based on subjective
assessments and assumptions and may use one among alternative
methodologies that produce different results. Accordingly, any analyses
should also not be viewed as factual and also should not be relied upon
as an accurate prediction of future results. All figures are unaudited
estimates and subject to revision without notice. Bow Street disclaims
any obligation to update the information herein and reserves the right
to change any of its opinions expressed herein at any time as it deems
appropriate. Past performance is not indicative of future results.

Contacts

Media
Gasthalter & Co.
Jonathan Gasthalter/Amanda
Klein
(212) 257 4170

Investor
Innisfree M&A Incorporated
Scott
Winter/Gabrielle Wolf
(212) 750 5833