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Published on 3/6/2007 in the Prospect News Special Situations Daily.

Ryerson postpones annual meeting, elects Kackley to board

By Lisa Kerner

Charlotte, N.C., March 6 - Ryerson Inc. said it is postponing its 2007 annual meeting of stockholders scheduled for May 11 as it continues its review of strategic alternatives, including the sale of the company, a business combination, a recapitalization or a share repurchase.

The company also announced the election of James R. Kackley, a private investor and former public accountant, to its board of directors.

"In the past three years, we have added five new directors to Ryerson's board, part of an ongoing process to bring a fresh perspective and relevant experience that complements our outstanding and active board of directors," Ryerson chairman and chief executive officer Neil Novich said in a company news release.

Gregory P. Josefowicz, a member of the company's board since 1999, will succeed James A. Henderson as the chair of Ryerson's nominating and governance committee as part of a planned succession process. Josefowicz is the retired chairman, president and chief executive officer of Borders Group, Inc.

Ryerson shareholders Harbinger Capital Partners Master Fund I, Ltd. and Harbinger Capital Partners Special Situations Fund, LP have been critical of Ryerson's board and in January nominated their own slate of nominees for election at the annual meeting.

"We are greatly disappointed with this latest delaying tactic by Ryerson," Harbinger Capital managing director Larry Clark said in a company news release.

"Unfortunately, it is typical of this board's management style to delay instead of taking action. This postponement follows Ryerson's disclosure of dismal fourth-quarter results and the public endorsement by another large Ryerson shareholder of Harbinger's slate of experienced director nominees - it is apparent that the board is postponing the vote because they realize they are in danger of losing."

Harbinger, with a 9.7% stake in Ryerson, plans to review options that will allow for a shareholder vote "as soon as practicable."

The New York investment firm is seeking the election of seven independent directors to replace the majority of the existing Ryerson board. Harbinger's nominees include Keith E. Butler, Eugene I. Davis, Daniel W. Dienst, Richard Kochersperger, Larry J. Liebovich, Gerald Morris and Allen Ritchie.

Chicago-based Ryerson distributes and processes metals and other materials in the United States, Canada, Mexico and India.


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