UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 14A INFORMATION
Consent Statement
Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
Filed by the
Registrant o
Filed by a Party other
than the
Registrant x
Check the appropriate
box:
o
Preliminary
Consent Statement
o Confidential,
For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o
Definitive
Consent Statement
o
Definitive
Additional Materials
x
Soliciting
Material Pursuant to Rule 14a-11(c) or Rule 14a-12
Post Properties, Inc.
(Name of
Registrant as Specified in Its Charter)
(Name of Person(s)
Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee
(Check the appropriate box):
x
No
fee required.
o
Fee
computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of
each class of securities to which transaction applies;
(2) Aggregate
number of securities to which transaction applies;
(3) Per unit price or other underlying value of transaction computed pursuant to Exchange
Act Rule 0-11;
(4) Proposed maximum
aggregate value of transaction;
(5) Total fee
paid.
o
Fee paid previously with
preliminary materials.
o Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and
identify the filing for which the offsetting fee was paid previously. Identify the previous filing by
registration statement number, or the Form or Schedule and the date of its filing.
|
(1) |
Amount Previously Paid: |
|
(2) |
Form, Schedule or Registration Statement No.: |
|
(3) |
Filing Party: |
|
(4) |
Date Filed: |
On February 4, 2008, Pentwater Capital Management LP and Pentwater Growth Fund Ltd. (collectively, the “Pentwater Participants”) notified the Board of Directors and Secretary of Post Properties, Inc. (“Post”) that the Pentwater Participants intend to appear in person or by proxy to nominate the following persons for election as directors at Post’s 2008 Annual Meeting of Shareholders:
Robert G. Goldstein
Stephen R. Gross
Steven D. Scheiwe
John Turner White, IV
Lori
Jones Whitted
A copy of the notice is filed herewith as Exhibit 1.
ALL SHAREHOLDERS OF POST ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER DOCUMENTS RELATED TO THE SOLICITATION OF PROXIES BY THE POTENTIAL PARTICIPANTS FROM THE SHAREHOLDERS OF POST FOR USE AT POST’S 2008 ANNUAL MEETING OF SHAREHOLDERS WHEN AND IF THEY BECOME AVAILABLE. THESE MATERIALS WILL CONTAIN IMPORTANT INFORMATION. WHEN AND IF COMPLETED, THE DEFINITIVE PROXY STATEMENT AND FORM OF PROXY WILL BE MAILED TO POST’S SHAREHOLDERS AND WILL, ALONG WITH OTHER RELEVANT DOCUMENTS, BE AVAILABLE AT NO CHARGE ON THE SEC'S WEBSITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE POTENTIAL PARTICIPANTS IN THE PROXY SOLICITATION WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT WITHOUT CHARGE UPON REQUEST. INFORMATION REGARDING THE POTENTIAL PARTICIPANTS IN A POTENTIAL SOLICITATION OF PROXIES WITH RESPECT TO POST’S 2008 ANNUAL MEETING OF SHAREHOLDERS IS FILED HEREWITH AS EXHIBIT 2.