Mac-Gray elects new chairman after MacDonald's failed re-election bid

By Lisa Kerner

Charlotte, N.C., June 9 - Mac-Gray Corp.'s board of directors elected Thomas E. Bullock as independent chairman of the board, succeeding chief executive officer Stewart G. MacDonald Jr.

As previously reported, shareholders re-elected incumbent director Christopher T. Jenny and elected Fairview Capital Investment Management, LLC's dissident nominee, Bruce C. Ginsberg, to the board of directors at the company's annual meeting on May 8. MacDonald was not re-elected.

Bullock, a Mac-Gray director since November 2000, is a member of the company's executive and governance and nominating committees. He is the former president and CEO of Ocean Spray Cranberries, Inc.

MacDonald, Mac-Gray's largest shareholder, had been chairman since 1992.

"The board is unanimously in favor of Stewart being renamed to the board," Bullock said in a company news release. "We made our preferences known at our meeting, but he [MacDonald] has made it clear that he does not wish to do so at this time."

According to Bullock, MacDonald's priority is to "deal with the damage brought on the company by the recent proxy contest."

In addition to electing Bullock, the Mac-Gray board announced that it:

• Decided to seek stockholder approval at the 2010 annual meeting to amend the company's charter to permit the board to adopt a majority voting standard for the election of directors in uncontested elections;

• Retained its classified structure after stockholders rejected a non-binding recommendation to declassify the board at the annual meeting;

• Adopted a new shareholder rights agreement to replace the 1999 agreement that was set to expire on June 15; and

• Elected Alastair Robertson as chair of the governance and nominating committee and Ginsberg as a member of the audit committee.

In addition, the board declared a dividend distribution of one preferred stock purchase right for each outstanding share of Mac-Gray common stock in connection with the renewal of the shareholder rights plan.

The record date for the distribution is June 15.

The rights plan is triggered if a person acquires or begins a tender offer to acquire 15% or more of Mac-Gray's common stock, the company said.

Mac-Gray is a Waltham, Mass.-based laundry facilities management contractor.

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