Orthofix sets date for special meeting called by shareholders

By Lisa Kerner

Charlotte, N.C., Feb. 10 - The Orthofix International NV board of directors voted to call a special general meeting of the company's shareholders to be held April 7.

On Jan. 29, Orthofix announced that Ramius LLC delivered shares representing about 55% of its outstanding stock in support of a special general meeting of shareholders for the purpose of making changes to the company's board.

The tentative record date for the meeting is the close of business on Feb. 25, according to a form 8-K filed with the Securities and Exchange Commission.

It was previously reported that Ramius is attempting to remove from the Orthofix board chairman James F. Gero, Peter Hewet, Alan Milinazzo and Walter P. von Wartburg.

Ramius wants to replace the four with:

• J. Michael Egan, chief executive officer of Steadman Hawkins Research Foundation, an orthopedic research organization;

• Peter A. Feld, Ramius managing director;

• Steven J. Lee, president of SL Consultant Inc., a private investment firm and hedge fund; and

• Charles T. Orsatti, managing partner of Fairfield Capital Partners, Inc., a private equity fund.

Orthofix has questioned the qualifications of Feld and Lee.

Feld is a 29-year-old Ramius employee with no health-care experience and little board experience, the company said. He was a member of the board of Sharper Image Corp., which filed for bankruptcy shortly after Feld's departure, and was a member of the board of CPI Corp., which was recently threatened with delisting by the New York Stock Exchange, Orthofix said.

According to Orthofix, Lee, founder of PolyMedica Corp., left the medical products company in 2002 following a Medicare fraud investigation by the Department of Justice.

Gero said the board is prepared to formally meet and interview the other two Ramius candidates, Charles T. Orsatti and J. Michael Egan.

Orthofix is a Curacao, the Netherlands Antilles-based diversified orthopedic products company.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.