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Published on 1/4/2008 in the Prospect News Special Situations Daily.

Ramius says A. Schulman's 100-day plan lacks substance

By Lisa Kerner

Charlotte, N.C., Jan. 4 - It was Ramius Capital Group, LLC's turn to try to sway A. Schulman Inc. stockholders as the investor took aim at chief executive officer Joseph M. Gingo's 100-day plan.

Ramius, in a letter to fellow stockholders, urged them to ignore A. Schulman's rhetoric and elect Michael Caporale Jr. and Lee Meyer to the company's board of directors at the 2007 annual meeting on Jan. 10.

A. Schulman is seeking the re-election of Gingo, James Karman, James A. Mitarotonda and additional independent board nominee Stanley W. Silverman.

"In our view, Mr. Gingo's '100-day plan' has absolutely no substance and creates nothing more than the illusion of change," Ramius partner Mark Mitchell said in a Ramius news release.

"Clearly it is a desperate, last minute attempt to sway stockholder votes just before the annual meeting."

Ramius said that despite its claims to the contrary, A. Schulman has failed to "bring in 'new blood' to help turn around the company" and has instead hand-picked a company insider "with no apparent relevant industry experience," Mitchell said in his letter to stockholders.

Gingo's 100-day plan is "yet another restructuring plan that has no tangible or substantive metrics by which to hold management or the board accountable."

In addition, Ramius believes A. Schulman is "adamantly opposed" to a strategic alternatives review process and simply "flip-flopped" its position to get through the election contest.

On Jan. 3, Gingo announced his 100-day plan that addresses six primary "areas of transformation" across the company. Gingo's plan calls for:

• More efficient and effective utilization of A. Schulman's North American manufacturing facilities;

• A focus on value-added products to drive growth in the polybatch and engineered compounds segments;

• Re-assessment of A. Schulman's North American automotive business to emphasize profitable areas;

• Suspension of further capital expenditures on the company's Invision PVC-free polyolefin compounds until the marketing strategy has been refined;

• Identification of additional efficiencies in the sales and administrative structure of European operations; and

• Ensuring that the best leadership team is in place to execute the company's strategy.

As previously reported, A. Schulman said it offered to recommend the appointment of one Ramius nominee to the board for one year, with A. Schulman's support of the nominee's re-election as an incumbent for a three-year term the following year. Ramius rejected the offer.

Ramius is the beneficial holder of some 7.4% of A. Schulman's outstanding shares.

Based in Akron, Ohio, A. Schulman manufactures and sells plastic resins and plastic compounds, including engineered flame-retardant compounds, thermoplastic elastomers and nylon compounds.


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