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Agreement puts president of MMI Investments on Unisys board of directors
By Lisa Kerner
Charlotte, N.C., May 21 - MMI Investments, LP, Unisys Corp. and Charles B. McQuade entered into a governance and cooperation agreement on Tuesday, according to a schedule 13D filing with the Securities and Exchange Commission.
Unisys will immediately appoint Clay B. Lifflander, president of MMI Investments, as a director until the company's 2008 annual meeting of stockholders.
The company also agreed to nominate and recommend Lifflander for re-election to a three-year term on the board. He will join the finance committee as well as the nominating and governance committee, the filing stated.
McQuade, retired chairman of Securities Industries Automation Corp., will be appointed to the class of directors for a term that will expire at the 2010 annual meeting. He is expected to be named to Unisys' compensation committee and finance committee.
As part of the deal, Unisys will increase the size of its board to 13 directors from 11.
MMI Investments, for its part, agreed to vote all its shares of common stock in favor of the board's director nominees and against any stockholder nominations for director that are not approved and recommended by the board, it said in the filing.
The agreement also limits McQuade's ownership interest in Unisys.
Unisys had been under fire from activist shareholder MMI Investments for several months. The 9.1% stakeholder blasted the company in January for what it called "management, operational and financial missteps."
MMI Investments urged Unisys to review strategic alternatives, including the potential divestiture of Unisys' U.S. government business and hardware business, a prior news release said.
Unisys is a Blue Bell, Pa., technology services company.
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