Barington Capital Responds to Matthews International's Desperate Effort to Manipulate Board Election
Urges Shareholders Not to be Fooled by the Company's 11th Hour Governance Changes: Clearly A Direct Reaction to Barington's Nomination
Encourages Shareholders to Follow the Recommendations of Leading Independent Proxy Advisory Firms ISS, Glass Lewis, and Egan-Jones by Voting the GOLD Proxy Card "FOR" the Election of ALL of Barington's Nominees
NEW YORK, Feb. 14, 2025 /PRNewswire/ -- Barington Capital Group, L.P. ("Barington Capital"), a fundamental, value-oriented activist investor that, together with the other participants in its solicitation (collectively "Barington" or "we"), beneficially owns approximately 2.2% of the outstanding shares of Matthews International Corporation (NASDAQ:MATW) ("Matthews" or the "Company"), today issued a statement in response to Matthews' recently announced corporate governance changes.
James Mitarotonda, Chairman and CEO of Barington Capital, said, "Matthews' 11th hour gamesmanship is a desperate attempt by Joseph Bartolacci and the current Matthews directors to perpetuate the status quo. We believe these actions are a direct result of Barington's efforts to drive much-needed change, and are simply too little, too late. Indeed, as recently as last month, Matthews flatly rejected our public call for the Company to declassify its staggered board of directors (the "Board").[i]
"A prime example of Matthews' governance changes falling terribly short, in our view, is that Greg Babe, one of three insiders on the Board, has been allowed to remain a director. Despite Mr. Babe's full-time role as Executive Vice President of Matthews' Industrial Technologies business – and responsibility for the Company's Battery Storage business – the Board has allowed him to manage another, unrelated company, Liquid X Printed Metals, Inc., into which Matthews invested $3.1 million that was subsequently written off in its entirety.
"Worse, Matthews' so-called governance enhancements come on the same day that the Company announced a letter of intent to sell the remaining businesses of SGK Brand Solutions. The announcement of a potential transaction – before a definitive agreement has been reached and with no guarantee that it will be consummated – further reflects Matthews' desperation heading into the upcoming annual meeting.
"Shareholders should not be fooled by Matthews' last-ditch efforts to hide from its protracted failure to protect shareholder interests and manipulate a fair election of directors. It is clear to us that only by electing Barington's independent nominees will accountability and oversight be enhanced in the boardroom and shareholder value be maximized. We strongly urge shareholders to protect the value of their investment by voting the GOLD proxy card "FOR" ALL of Barington's highly qualified nominees, who, as directors, will help bring the board effectiveness, relevant skills and experience, accountability and track records of value creation that Matthews requires to improve corporate governance, reestablish credibility and create value for all shareholders."
VOTE THE GOLD PROXY CARD "FOR" ALL OF BARINGTON'S NOMINEES TODAY!
Barington encourages all shareholders to visit https://barington.com/matthews to review additional information regarding its campaign for change at Matthews.
ABOUT BARINGTON CAPITAL GROUP, L.P.
Barington Capital Group, L.P. is a fundamental, value-oriented activist investment firm established by James Mitarotonda in January 2000. Barington invests in undervalued publicly traded companies that Barington believes can appreciate significantly in value when substantive improvements are made to their operations, corporate strategy, capital allocation and corporate governance. Barington's investment team, advisors and network of industry experts draw upon their extensive strategic, operating and boardroom experience to assist companies in designing and implementing initiatives to improve long-term shareholder value.
Media Contact:
Jonathan Gasthalter/Amanda Shpiner
Gasthalter & Co.
212-257-4170
Important Information and Participants in the Solicitation
Barington has filed a definitive proxy statement and associated GOLD proxy card with the Securities and Exchange Commission ("SEC") to be used to solicit votes for the election of its slate of highly-qualified director nominees at the upcoming annual meeting of stockholders of the Company. Details regarding the Barington nominees and the participants in its solicitation are included in its proxy statement and Barington strongly advises all shareholders of the company to read the proxy statement and other proxy materials as they contain important information.
The participants in Barington's proxy solicitation are Barington, Barington Companies Investors, LLC, Barington Capital Group, L.P., LNA Capital Corp., James Mitarotonda, 1 NBL EH, LLC, Joseph Gromek, Ana B. Amicarella and Chan W. Galbato.
If you have any questions, require assistance in voting your GOLD universal proxy card, or need additional copies of Barington's proxy materials, please contact:
Okapi Partners
1212 Avenue of the Americas, 17th Floor
New York, NY 10036
Banks and Brokerage Firms, Please Call: (212) 297-0720
Shareholders and All Others Call Toll-Free: (877) 285-5990
E-mail: [email protected]
i Barington letter to fellow shareholders, January 10, 2025 (www.barington.com/matthews).
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SOURCE Barington Capital Group, L.P.