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Published on 8/6/2008 in the Prospect News Special Situations Daily.

Steel Partners fires back at Point Blank, seeks shareholder support for director nominees

By Lisa Kerner

Charlotte, N.C., Aug. 6 - Steel Partners II, LP continued to seek support for its slate of five director nominees for election to Point Blank Solutions, Inc.'s board of directors.

In a letter to Point Blank stockholders, Steel Partners said it was correcting "numerous items of misinformation spread by the company" and further criticized Point Blank for again attempting to delay the annual meeting.

Steel Partners also highlighted what it calls its "long-running track record of enhancing value at defense companies."

According to Steel Partners, six of Point Blank's seven directors have never been elected by the company's stockholders.

Steel Partners noted that Point Blank has not held an annual meeting in three years. The company was ordered by the Delaware Court to hold the annual meeting no later than Aug. 19, the letter said.

"We believe this board is continuing to waste its stockholders' money in its untiring efforts to prevent its stockholders from having any say in their company's future!" Steel Partners said.

It was previously reported on July 25 that Point Blank had filed a motion with the Delaware Court of Chancery requesting to postpone its annual shareholder meeting until Nov. 19.

Point Blank said it was concerned about holding the meeting prior to completing its strategic review.

Steel Partners managing member Warren G. Lichtenstein called the move a "mockery."

On April 8, Point Blank postponed its 2008 annual meeting until Aug. 19 from April 22 and said the board will explore strategic alternatives, including a possible sale of the company, with the assistance of Wachovia Securities, a prior news release noted.

Point Blank's board believes the investor is interested in obtaining the lowest possible sale price for the shares of Point Blank.

The company previously rejected Steel Partners' Oct. 30 offer to acquire Point Blank for $5.50 cash per share.

In February, Steel Partners announced its slate of nominees for election to Point Blank's board of directors. Those nominees are:

• 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 chief executive officer 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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