Steel Partners files suit to force Point Blank to hold 2008 annual meeting 'without delay'

By Lisa Kerner

Charlotte, N.C., April 17 - Point Blank Solutions, Inc. shareholder Steel Partners II, LP filed a lawsuit requesting that the Court of Chancery of the State of Delaware order the company to hold its 2008 annual meeting of stockholders "without delay" and grant Steel Partners other "relief deemed appropriate" by the court, a Steel Partners news release said.

Delaware law allows any stockholder to petition the court to compel an annual meeting to be held if a company fails to hold an annual meeting or take action by written consent to elect directors for a period of 13 months, according to the release.

Point Blank said in a statement that it believes Steel Partners' lawsuit is without merit.

Steel Partners, an 8.3% shareholder, noted that Point Blank has not held an annual meeting of stockholders since May 6, 2005.

Point Blank had announced the postponement of its 2008 annual meeting until Aug. 19 from April 22.

On April 8, the company said its board of directors will explore strategic alternatives to enhance stockholder value, including a possible sale of the company, with the assistance of Wachovia Securities.

Steel Partners, in an April 10 letter to the company, denied Point Blank's claim that Steel Partners suggested postponing the annual meeting.

The investor also denied stating that it was prepared to purchase Point Blank for "no less than $5.50 per share." It was previously reported that Point Blank rejected Steel Partners' Oct. 30 offer to acquire the company for $5.50 cash per share.

Steel Partners nominated a slate of five people for election to Point Blank's board on Feb. 8:

• James R. Henderson, managing director and operating partner of Steel Partners LLC;

• Terry R. Gibson, managing director of SP Corporate Services LLC, a management services company owned by Steel Partners;

• General Merrill A. McPeak, president of McPeak and Associates;

• Robert Chefitz, managing member of NJTC Venture Fund; and

• Bernard C. Bailey, chairman and CEO of Paraquis Solutions LLC.

Point Blank is a Pompano Beach, Fla., producer of body armor systems for law enforcement and the military.

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