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Published on 11/12/2008 in the Prospect News Special Situations Daily.

A. Schulman, Ramius avoid proxy contest on Dec. 18

By Lisa Kerner

Charlotte, N.C., Nov. 12 - A. Schulman, Inc. said it reached an agreement with shareholder Ramius LLC allowing them to avoid a proxy contest at the company's 2008 annual meeting of stockholders on Dec. 18.

Under the agreement, independent director Peggy G. Miller will not stand for re-election and has retired from A. Schulman's board of directors.

Independent directors Howard Curd, Lee Meyer and David G. Birney, as a selection committee, will appoint a director from a list of candidates recommended by Ramius and A. Schulman.

The selection committee will make its recommendation no later than Jan. 31, according to an A. Schulman news release.

Ramius agreed to vote its shares in favor of A. Schulman's nominees, Birney and John B. Yasinsky, for re-election to the board.

"Our board of directors continues its commitment to provide long-term value to its stockholders and believes this agreement with Ramius is in the best interests of the company and its stockholders," A. Schulman chairman, president and chief executive officer Joseph M. Gingo said in the release.

In October, A. Schulman announced that its special committee will continue to pursue strategic alternatives after rejecting a tentative offer to buy the company made during the summer.

Alternatives to be considered include a possible sale or merger of A. Schulman, potential acquisitions by the company and continued execution of its strategic plan, it was previously reported.

A. Schulman is an Akron, Ohio, plastic resins and plastic compound manufacturer.


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