Sun Capital's nominees elected to board of Furniture Brands

By Lisa Kerner

Charlotte, N.C., May 20 - Furniture Brands International Inc. announced the final election results of its 2008 annual meeting of stockholders, which adjourned on May 1 and reconvened on Tuesday.

The contested election required authentication of the final results by a special inspector of elections, Furniture Brands said.

SCSF Equities LLC (Sun Capital) nominees elected to the board were Alan Schwartz, Sterling Professor of Law at Yale Law School; Ira Kaplan, chief financial officer of Claire's Stores Inc.; and T. Scott King, managing director of Sun Capital Partners, Inc.

Election results indicate that company chairman and chief executive officer Ralph P. Scozzafava received the highest number of stockholder votes, according to a Furniture Brands news release.

Furniture Brands' board of directors is now comprised, in descending order of stockholder votes, of Scozzafava, Aubrey B. Patterson, Bobby L. Martin, John R. Jordan Jr., W.G. (Mickey) Holliman, Schwartz, King and Kaplan, the release stated.

Some 88% of Furniture Brands' issued and outstanding shares were represented at the meeting in person or by proxy.

According to the company, Furniture Brands stockholders also approved the company's 2008 incentive plan, ratified the selection of KPMG LLP as independent public accounting firm for the calendar year 2008 and rejected a stockholder proposal to adopt a resolution to repeal bylaws or bylaw amendments adopted after May 6, 1998 and prior to the seating of Schwartz, King and Kaplan.

"The addition of three new members to our board of directors gives us the chance to gain fresh insights into how we are approaching our business and evaluating new opportunities," Scozzafava said in the release.

"I know that we all look forward to working together to bring increased value to all Furniture Brands stockholders," Scozzafava added.

Sun Capital claimed victory following adjournment of the annual meeting on May 1. The results "demonstrate shareholders' desire for constructive change" at the Hickory, N.C., furniture company, Sun Capital vice president Jason Bernzweig said in a prior news release.

On April 24, Furniture Brands said it planned to name replacements for board members Richard B. Loynd and Albert E. Suter during the second or third quarter of 2008 after which the two will retire. The two were to stand for re-election at the May 1 meeting.

Furniture Brands told its shareholders in an April 25 letter that its succession process will "provide directors who are carefully screened to bring the most appropriate talents and experience to enhance Furniture Brands' board, who are truly independent, and who represent the interests of all stockholders rather than the agenda of one."

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