A. Schulman asks shareholders to reject Ramius' director nominees

By Lisa Kerner

Charlotte, N.C., Dec. 26 - A. Schulman Inc.'s lead independent director Will Holland urged shareholders to re-elect its slate of nominees at the company's annual meeting on Jan. 10.

Holland, in an open letter to shareholders, asked them to reject Ramius Capital Group, LLC's plan to replace A. Schulman board members James Karman and new chief executive officer Joseph M. Gingo with its own nominees.

A. Schulman is seeking the re-election of Gingo, Karman, James A. Mitarotonda and additional independent board nominee Stanley W. Silverman, according to a company news release.

"Ramius is taking this step despite the significant operational progress we have made to date and the meaningful actions we have taken to address shareholder concerns - including Ramius'," the letter stated.

Gingo, an A. Schulman director since 2002, was tapped to replace retiring CEO Terry L. Haines starting Jan. 1. Gingo was an executive vice president, quality systems and chief technical officer for the Goodyear Tire & Rubber Co., it was previously reported.

In a Dec. 6 letter to A. Schulman shareholders, Starboard Value and Opportunity Master Fund Ltd., an affiliate of RCG Starboard Advisors, LLC and Ramius Capital, said its nominees, if elected, will ensure that the board conducts a "legitimate" strategic review process that explores all means of maximizing shareholder value, including a potential sale of the company.

The letter said A. Schulman's operating performance has not improved despite the settlements of two prior consecutive contested elections.

Ramius, a New York-based investment adviser, 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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