Ferro Corp. (FOE:US), a U.S. chemical company that rejected an unsolicited takeover offer, agreed to concede two board seats to dissident director nominees who have criticized the company’s performance.
Ferro will nominate Quinpario Partners LLC Chief Executive Officer Jeffry Quinn and FrontFour Capital Group LLC Cofounder David Lorber to the board of the Mayfield Heights, Ohio-based company, Ferro and FrontFour said today in a joint statement. FrontFour and Quinpario agreed to withdraw their slate of three nominees, which included Quinn and Lorber, from the May 15 election and abide by “standstill” restrictions.
Ferro also agreed to form a five-member committee that will include Quinn and Lorber to evaluate strategies for enhancing shareholder value, including reviewing strategic proposals, the company’s mix of businesses and capital structure.
“We look forward to working together constructively with the board and management team to help drive value for Ferro shareholders,” Quinn said in the statement.
Quinpario and FrontFour, which have said they hold 4.3 percent of Ferro shares, have said Ferro underperforms peer companies and should give greater consideration to A. Schulman Inc.’s March 4 buyout offer (FOE:US) of $6.50 a share. Schulman on April 22 reiterated that it may raise its buyout offer if it can look at Ferro’s books.
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