Vote FOR GrafTech’s Seven Highly Qualified and Experienced Director
We believe that support for voting the Management ballot is merited and
that voting the Management ballot (WHITE PROXY CARD) is in the best
interest of the Company and its shareholders. In arriving at that
conclusion, we have considered the following factors:
With the very recent appointment of
Mr. Hawthorneas the new Chief Executive Officer, we believe that he should be allowed a decent interval to implement his plans and put his imprint on the Company with the oversight and assistance of a supportive, not divided, Board. Moreover, the nomination by the Company of new candidates for the Board bears the promise of additional, relevant expertise and new ideas.
- We are not convinced that the election of the Dissidents’ slate to the board of directors would work to the benefit of all shareholders.
- On the basis of their proposed plans for the Company, which we find unpersuasive, we believe that the Dissidents have failed to make a case that their joining the board would work to maximize the value of shareholder value.
- Furthermore, we are troubled by questions raised in the Company's investigation of leaks.
The Company's nominees appear qualified and we recommend a vote "FOR"
the Management nominees.
Commenting on the Egan-Jones report,
We are pleased that both Egan-Jones and Glass Lewis & Co. (“Glass
Lewis”) have issued unequivocal recommendations in favor of GrafTech’s
seven highly-qualified and experienced director nominees, including our
two new independent nominees. Both independent reports underscore that
the Company’s Board and management team have a strong track record of
value creation and a clear, winning strategy to drive long-term
stockholder value. Moreover, both Egan-Jones and Glass Lewis acknowledge
the importance of good corporate governance and ethics, and that the
With the election of our recommended slate of directors, including Mr.
Danjczek and Ms. Morris, over 70 percent of the GrafTech Board will have
changed over the past five years, and the Board will be composed of
seven highly-qualified and experienced directors, six of whom are
Furthermore, the Company maintains its commitment to adding
representation from the Milikowsky Group’s slate to the Board after the
Annual Meeting. The GrafTech Board expects that if all of the Company’s
seven nominees are elected, either
If stockholders have questions or need assistance in voting their
shares, they should call:
(800) 509-0917 (Toll Free)
NOTE ON FORWARD-LOOKING STATEMENTS: This letter contains forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) about certain nominations for election of directors, future or targeted operational and financial performance; growth prospects and rates, the markets we serve, strategic plans and our position in our industry. Our expectations are not predictions of actual performance and historically our performance has deviated, often significantly, from our expectations. Actual future events, circumstances, performance and trends could differ materially, positively or negatively, from those set forth in these statements due to various factors, including: unforeseen delays, costs or liabilities associated with our initiatives as well as our growth and other plans, changes in market prices of our securities, changes in business and economic conditions and growth trends in the industry, changes in customer markets and various geographic regions, uncertainties in the geopolitical environment, and other risks and uncertainties, including those detailed in our
IMPORTANT ADDITIONAL INFORMATION:
1 Permission to use quotations was neither sought nor obtained.
Director, Investor Relations & Corporate Communications