Superior Industries investors urged to OK company's board nominees
Three proxy advisory firms are recommending that Superior Industries International Inc. shareholders vote for the supplier’s four board nominees at its annual meeting next week.
The recommendations come after Superior’s largest shareholder, GAMCO Asset Management Inc., contested the company’s picks with its own slate of nominees.
GAMCO said last month that its three nominees will bring a fresh perspective to the boardroom with their financial expertise. GAMCO also said it has “heightened concerns” that Superior’s current seven-member board “lacks the objectivity and commitment necessary to act in the best interests of shareholders.”
But Superior is sticking with its counterpoint that GAMCO’s picks lack the necessary automotive experience.
Proxy advisory firms ISS Proxy Advisory Services; Glass, Lewis & Co.; and Egan-Jones said Superior shareholders should vote for the company’s selections: new CEO Donald Stebbins, Paul Humphries, James McElya and Francisco Uranga.
Humphries is president of High Reliability Solutions, a business group at Flextronics International Ltd., a supplier of safety, power controls and infotainment products; McElya is chairman of Affinia Group, a supplier of automotive replacement products; and Uranga is corporate vice president for Foxconn Electronics Inc., an electronics manufacturer.
Egan-Jones said the election of GAMCO’s nominees wouldn’t “work to the benefit of all shareholders.” The firm said a persuasive case wasn’t made on how GAMCO’s picks would maximize shareholder value.
GAMCO has an 8.5 percent equity stake in Superior. Overall, GAMCO and its affiliates have a 13.2 percent stake in the aluminum wheel supplier.
GAMCO’s nominees are:
• Walter Schenker, 67, founder of MAZ Capital Advisors, which manages a corporate hedge fund. Schenker followed the auto parts industry as an analyst for several brokerage firms, including Lehman Brothers and Bear Stearns, during the 1970s and 1980s.
• Philip Blazek, 46, president of Special Diversified Opportunities Inc., a former biotechnology company that sold its life science business assets in 2013. From 2008 to 2012, Blazek was CEO of Blazek Crow Holdings Capital.
• Ryan Morris, 29, managing member of Meson Capital Partners, a San Francisco investment partnership he founded in 2009. Morris is on the boards of several companies, including AC/DC motor controller supplier Sevcon Inc.
GAMCO’s picks include a renomination of one of its choices, Schenker, who was rejected by Superior’s board last year.
Superior ranks No. 69 on the Automotive News list of the top 100 suppliers in North America, with $790 million in parts sales to automakers in 2013.
Superior said in a statement today, “As we have stated consistently, we believe there are very real and stark differences between the Superior Board’s nominees -- who have the integrity, knowledge, breadth of experience and commitment necessary to navigate Superior through the highly competitive global business environment and create long-term shareholder value -- and GAMCO’s nominees, who have no experience whatsoever working in the automotive industry.”
George Maldonado, director of proxy services for GAMCO, wrote in an e-mail that the company "believes that the addition of independent directors who have extensive financial and investing experience makes for a stronger, more well-balanced board."
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