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WCI again appeals to shareholders to keep current board in place
By Lisa Kerner
Charlotte, N.C., May 11 - WCI Communities, Inc. once again urged its shareholders to return the white proxy card and elect the current board of directors at the annual meeting on June 15.
"Your board has taken decisive action focused on maximizing value for all shareholders. Your board has initiated a sale process that is designed to maximize value for all shareholders and pursuant to which all potential buyers, including the Icahn Group should it elect to accept the invitation to participate in the process, will be treated equally," president and chief executive officer Jerry L. Starkey and chairman Don E. Ackerman wrote in a open letter to WCI stockholders.
"Your board believes that other offers or alternatives to the Icahn Group's offer could emerge that would provide shareholders with greater value than the current $22.00 per-share conditional offer of the Icahn Group. A change in the composition of the board or senior management at this time could disrupt the ongoing sale process."
The current directors "are best suited to deliver value and navigate the challenging housing and real estate market," the letter stated.
WCI's board outlined its reasons to reject Icahn's "highly conditional, opportunistic and inadequate" offer in an April 5 open letter to WCI shareholders. The offer is inadequate and fails to recognize the value of the company's real estate assets brand reputation, and the Icahn group's premium of 16% is well below the average premium paid of 28% in all-cash transactions from 2004 to 2006; the board said.
WCI is a Bonita Springs, Fla., builder of master-planned lifestyle communities.
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