All of Superior’s Director Nominees Re-elected with Overwhelming
Shareholder Support
Shareholders Also Approve Superior’s Proposal to Reincorporate in
Delaware
SOUTHFIELD, Mich. -- (Business Wire)
Superior Industries International, Inc. (NYSE:SUP), the largest
manufacturer of aluminum wheels for passenger cars and light-duty
vehicles in North America, today reported that, based on a preliminary
vote count provided by Superior’s proxy solicitor, all seven of
Superior’s director nominees—Margaret S. Dano, Jack A. Hockema, Paul
J. Humphries, James S. McElya, Timothy C. McQuay, Donald J. Stebbins and
Francisco S. Uranga—were re-elected to Superior’s Board of Directors
at the 2015 Annual Meeting of Shareholders held earlier today. Final
certified voting results are expected to be made publicly available
later this week.
Superior issued the following statement commenting on the 2015 Annual
Meeting’s results:
“We appreciate the strong support of our shareholders and look forward
to being able to move beyond the distraction of the third consecutive
proxy contest that GAMCO has unsuccessfully waged against us and return
our full attention to our continuing efforts to transform Superior into
a stronger, more efficient global competitor and enhance value for all
shareholders.”
At a meeting where more than 92% of Superior’s approximately 27 million
outstanding shares were represented, all of Superior’s director nominees
received overwhelming support from shareholders and were re-elected with
extremely wide margins. Excluding shares voted by GAMCO or its
affiliates, all of GAMCO’s nominees received votes equating to less than
3% of the outstanding shares. The final tabulation of results will be
completed by the independent tabulation and voting certification firm
IVS Associates, Inc., which served as the Independent Inspector of
Elections.
Superior also announced that its shareholders approved Superior’s
proposal to reincorporate itself in the State of Delaware. Superior
expects to complete its reincorporation by the end of this month. The
reincorporation will not require any action by shareholders. At the
effective time of the reincorporation, each outstanding share of
Superior’s common stock will be automatically converted into one share
of common stock of a newly-formed Delaware entity that will be renamed
“Superior Industries International, Inc.” and each stock certificate
representing issued and outstanding shares of the “old”
California-domiciled Superior will represent the same number of shares
of the “new” Delaware-domiciled Superior.
Further details regarding the results of the 2015 Annual Meeting will be
contained in a Current Report on Form 8-K that Superior will be filing
with the Securities and Exchange Commission (SEC). This filing will be
available at no charge at the SEC’s web site at www.sec.gov.
Copies will also be available at no charge at the Investor Relations
section of our corporate website at www.supind.com.
Superior was advised in connection with the proxy contest by Winston &
Strawn, LLP and Morgan, Lewis & Bockius LLP. Mackenzie Partners, Inc.
served as Superior’s proxy solicitor.
About Superior Industries
Headquartered in Southfield, Michigan, Superior is the largest
manufacturer of aluminum wheels for passenger cars and light-duty
vehicles in North America. From its plants in the U.S. and Mexico, the
company supplies aluminum wheels to the original equipment market. Major
customers include BMW, FCA, Ford, General Motors, Mitsubishi, Nissan,
Subaru, Tesla, Toyota and Volkswagen. For more information, visit www.supind.com.
Contacts:
Superior Industries
Investor Relations Line:
(818)
902-2701
www.supind.com
or
Kerry
Shiba, Executive Vice President & Chief Financial Officer, (818) 781-4973
or
FTI
Consulting
Nathan Elwell, (312) 553-6706
Nathan.elwell@fticonsulting.com
or
MacKenzie
Partners, Inc.
Jeanne Carr, (800) 322-2885
Source: Superior Industries International, Inc.
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