Entrenched SVT Board Dismisses Star Equity’s Proposal in Neglect of its Fiduciary Duty
Incumbents Not Focused on Maximizing Shareholder Value
OLD GREENWICH, Conn., Nov. 14, 2022 (GLOBE NEWSWIRE) — Star Equity Fund, LP (“Star Equity Fund”, “we”, “our”), a 5.2% shareholder of Servotronics, Inc. (NYSE American: SVT) (“Servotronics” or “the Company”), seeks to unlock shareholder worth and enhance company governance at its portfolio corporations.
On October 20th, we privately introduced Servotronics’ CEO and board of administrators (the “Board”) with a preliminary, non-binding indication of curiosity (the “Proposal”) to discover a possible mixture of Star Equity Holdings, Inc. (Nasdaq: STRR) (“Star Equity”) and Servotronics, topic to executing an NDA and additional due diligence.
Star Equity’s Proposal Would Benefit SVT Shareholders
We consider Star Equity can be a superb merger accomplice for Servotronics as a result of the mixture of the 2 corporations would create vital worth for each SVT and STRR shareholders by:
- the discount of public firm and company overhead prices,
- elevated operational focus and effectivity, and
- ample alternatives for collaboration with Star Equity’s skilled business leaders.
We additionally indicated we’d be keen to pay a premium to SVT’s October 19th closing inventory value, topic to additional due diligence.
Entrenched SVT Board Dismisses Star Equity’s Proposal in Neglect of its Fiduciary Duty
Although the Board acknowledged receipt of the Proposal, they didn’t reply for over ten days and wouldn’t return a number of cellphone calls positioned to the Company. Then, on November 1st, Servotronics’ CEO, William Farrell, issued a public letter to stakeholders vaguely describing his optimism for the longer term of Servotronics beneath his management. On November 2nd, the Board lastly responded to our proposal after declining to interact in conversations with us, citing “significant risks” and the necessity to “safeguard shareholders’ best interests” – code for “we’re not even going to talk with you to learn more about your proposal.”
We strongly consider William Farrell’s November 1st letter to stakeholders was in direct response to our Proposal and an try by him and the incumbent Board to garner help for themselves whereas denying SVT shareholders a possible worth creating alternative. We are appalled on the Board’s rejection of our Proposal with out genuinely partaking and even having a cellphone name with us, and we strongly query the incumbent administrators’ dedication to their fiduciary responsibility to shareholders.
Although we’re happy the Board made some modifications earlier this yr, we consider these modifications have been solely made as a result of of our activist marketing campaign and ensuing stress, and it’s now apparent that additional change must happen to the Board’s composition. It is obvious to us the incumbent Board remains to be not correctly aligned with shareholders and stays entrenched, inserting their very own self-interest above that of shareholders. We strongly urge the Board to rethink their response to our Proposal – a proposal we consider would create vital worth for SVT shareholders – and we stay able to act in the very best curiosity of all SVT shareholders sooner or later.
About Star Equity Fund, LP
Star Equity Fund, LP is an funding fund managed by Star Equity Holdings, Inc. Star Equity Fund seeks to unlock shareholder worth and enhance company governance at its portfolio corporations.
About Star Equity Holdings, Inc.
Star Equity Holdings, Inc. (Nasdaq: STRR) is a diversified holding firm with three divisions: Healthcare, Construction, and Investments.