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Published on 1/15/2009 in the Prospect News Special Situations Daily.

International Shipholding shareholders drop bid to buy company, won't seek to replace entire board

By Lisa Kerner

Charlotte, N.C., Jan. 15 - International Shipholding Corp. investor Projection LLC withdrew its previously announced proposal to acquire all of the company's outstanding stock for $25.75 per share, it was reported in a schedule 13D/A filed with the Securities and Exchange Commission.

Projection affiliate Liberty Shipping Group LLC also dropped its plan to conduct a proxy solicitation to replace International Shipholding's entire board of directors, according to the filing.

However, Liberty reserved the right to seek representation on the board or to remove or replace one or more board members.

In November, Liberty accused the board and its special committee of "acting at the direction and for the benefit of the Johnsen family and not in the best interest of stockholders."

Projection said in a Jan. 15 letter to International Shipholding's board that the company's "repeated refusal to engage in a serious dialogue" and Projection's inability to gain access to nonpublic information to assess the company's value led to its withdrawal of the $25.75-per-share offer.

Liberty, a 9.1% shareholder, is a Lake Success, N.Y.-based owner and operator of dry bulk vessels.

International Shipholding provides international and domestic maritime transportation services. The company is based in Mobile, Ala.


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