Matthews International Corporation (NASDAQ GSM: MATW)
(“Matthews” or the “Company”) today announced that it has filed an
investor presentation with the Securities and Exchange Commission
(“SEC”) in connection with its upcoming Annual Meeting of
Shareholders scheduled to be held on February 20, 2025. The
presentation is viewable at: www.matw.com/investors.
Key highlights of the presentation include:
The Board and management team have strategically
positioned Matthews for long-term success
- Matthews has strategically diversified the portfolio into
promising new markets and built a global platform positioned to win
across brands, solutions and markets.
- Under CEO Joe Bartolacci’s leadership, Matthews has built the
memorialization business to become a leader across casket, bronze
and granite memorials and cremation.
- The team has made careful, strategic investments into the
Industrial Technologies segment to address end markets with
significant growth potential.
- Since 2014, Matthews has returned approximately $490 million of
capital to shareholders in dividends and share repurchases while
strategically investing in capital expenditures and inorganic
growth of the businesses.
- The cost reduction program is already well underway, including
initiatives that will target annual consolidated savings of up to
$50 million.
The Board maintains a rigorous approach to portfolio
optimization, as evident in the ongoing strategic alternatives
process and the agreement to sell SGK Brand Solutions
- The Board already disclosed a comprehensive evaluation of
strategic alternatives for all of the Company’s businesses and has
in the past explored strategic alternatives for multiple parts of
the Industrial Technologies segment, including an equity investment
in the battery division.
- The Board has been pursuing an SGK transaction since 2019 and
had facilitated discussions with five different counterparties,
well before Barington was even a shareholder.
- The SGK transaction provides for substantial upfront
consideration of $350 million at closing, while still benefiting
from synergy-driven value creation in the future.
- The favorable terms of the SGK transaction reflect the various
strategic investments in technology and cost-savings initiatives
executed by the leadership team over recent years.
- Matthews expects to announce several initiatives over the
course of the 2025 fiscal year that will help drive shareholder
value creation.
The Company’s strategy and governance are overseen by an
actively refreshed, diverse and experienced Board
- Since 2020, we have welcomed three new independent directors
and nominated a fourth new independent director for election at the
2025 annual meeting. The Board plans to continue to refresh in the
coming year.
- Matthews' nominees bring the right set of skills and expertise
to help the board drive long-term shareholder value.
- Alvaro Garcia-Tunon is the former CFO of Wabtec Corporation,
and he brings extensive leadership in international business,
corporate governance and risk management.
- Terry Dunlap is the former Interim CEO of Metallus (f/k/a
TimkenSteel), with a strong background in strategic leadership and
operational efficiency.
- Michael Nauman served as President and CEO of Brady
Corporation, bringing expertise in specialty products and technical
equipment that would directly benefit the launch of the new product
identification offering.
- The Board collectively owns approximately 3.3% of the Company's
shares, exceeding the stake held by Barington, demonstrating strong
alignment with shareholder interests and confidence in the
Company's strategic direction.1
Barington has presented no new ideas and has indicated a
level of short-term thinking that would destroy shareholder value.
Furthermore, Barington’s nominees have no understanding of
Matthews, irrelevant skills and track records of questionable
M&A oversight
- Ana Amicarella has no public company CEO experience, showed no
understanding about Matthews’ businesses in her interview with the
Board and her experience is limited to the generation and
distribution of energy, which is not relevant to Matthews’ business
of manufacturing equipment used for producing battery
components.
- Chan Galbato showed no understanding about Matthews’ businesses
in his interview with the Board, his experience in private equity
operations has limited relevance to Matthews’ businesses and his
last professional experience in manufacturing was nearly 20 years
ago.
- Jim Mitarotonda added no value in two years as a consultant for
Matthews, showing up to most meetings unprepared, ending them
early, or skipping them entirely. He has no relevant skills or new
ideas and has a track record of questionable M&A oversight and
pursuing short-term gains at the expense of long-term value.
The actions taken by the Matthews Board and management team have
built a scaled, established and diversified platform to drive
further growth and create long-term value for all shareholders.
Your vote is important, and we ask that you vote “FOR” all three
Matthews’ nominees on the WHITE proxy card and “WITHHOLD” on
Barington’s Director Nominees.
J.P. Morgan Securities LLC is serving as financial advisor to
Matthews. Sidley Austin LLP is serving as legal counsel to
Matthews.
About Matthews InternationalMatthews
International Corporation is a global provider of memorialization
products, industrial technologies, and brand solutions. The
Memorialization segment is a leading provider of memorialization
products, including memorials, caskets, cremation-related products,
and cremation and incineration equipment, primarily to cemetery and
funeral home customers that help families move from grief to
remembrance. The Industrial Technologies segment includes the
design, manufacturing, service and sales of high-tech custom energy
storage solutions; product identification and warehouse automation
technologies and solutions, including order fulfillment systems for
identifying, tracking, picking and conveying consumer and
industrial products; and coating and converting lines for the
packaging, pharma, foil, décor and tissue industries. The SGK Brand
Solutions segment is a leading provider of packaging solutions and
brand experiences, helping companies simplify their marketing,
amplify their brands and provide value. The Company has over 11,000
employees in more than 30 countries on six continents that are
committed to delivering the highest quality products and
services.
Additional InformationIn connection with the
Company’s 2025 Annual Meeting, the Company has filed with the U.S.
Securities and Exchange Commission (“SEC”) and commenced mailing to
the shareholders of record entitled to vote at the 2025 Annual
Meeting a definitive proxy statement and other documents, including
a WHITE proxy card. SHAREHOLDERS ARE ENCOURAGED TO READ THE
DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS
THERETO) FILED BY THE COMPANY AND ALL OTHER RELEVANT DOCUMENTS WHEN
FILED WITH THE SEC AND WHEN THEY BECOME AVAILABLE BECAUSE THOSE
DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Investors and other
interested parties will be able to obtain the documents free of
charge at the SEC’s website, www.sec.gov, or from the Company
at its website: http://www.matw.com/investors/sec-filings. You
may also obtain copies of the Company’s definitive proxy statement
and other documents, free of charge, by contacting the Company’s
Investor Relations Department at Matthews International
Corporation, Two NorthShore Center, Pittsburgh, Pennsylvania
15212-5851, Attention: Investor Relations, telephone (412)
442-8200.
Participants in the SolicitationThe
participants in the solicitation of proxies in connection with the
2025 Annual Meeting are the Company, Alvaro Garcia-Tunon, Gregory
S. Babe, Joseph C. Bartolacci, Katherine E. Dietze, Terry L.
Dunlap, Lillian D. Etzkorn, Morgan K. O’Brien, J. Michael Nauman,
Aleta W. Richards, David A. Schawk, Jerry R. Whitaker, Francis S.
Wlodarczyk, Steven F. Nicola and Brian D. Walters.Certain
information about the compensation of the Company’s named executive
officers and non-employee directors and the participants’ holdings
of the Company’s Common Stock is set forth in the sections entitled
“Compensation of Directors” (on page 36 and available here),
“Stock Ownership of Certain Beneficial Owners and Management” (on
page 64 and available here), “Executive Compensation and
Retirement Benefits” (on page 66 and available here), and
“Appendix A” (on page A-1 and available here), respectively,
in the Company’s definitive proxy statement, dated January 7, 2025,
for its 2025 Annual Meeting as filed with the SEC on Schedule 14A,
available here. Additional information regarding the interests
of these participants in the solicitation of proxies in respect of
the 2025 Annual Meeting and other relevant materials will be filed
with the SEC when they become available. These documents are or
will be available free of charge at the SEC’s website
at www.sec.gov.
Forward-Looking StatementsAny forward-looking
statements contained in this release are included pursuant to the
“safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements include, but
are not limited to, statements regarding the expectations, hopes,
beliefs, intentions or strategies of the Company regarding the
future, including statements regarding the anticipated timing and
benefits of the proposed joint venture transaction, and may be
identified by the use of words such as “expects,” “believes,”
“intends,” “projects,” “anticipates,” “estimates,” “plans,”
“seeks,” “forecasts,” “predicts,” “objective,” “targets,”
“potential,” “outlook,” “may,” “will,” “could” or the negative of
these terms, other comparable terminology and variations thereof.
Such forward-looking statements involve known and unknown risks and
uncertainties that may cause the Company’s actual results in future
periods to be materially different from management’s expectations,
and no assurance can be given that such expectations will prove
correct. Factors that could cause the Company’s results to differ
materially from the results discussed in such forward-looking
statements principally include our ability to satisfy the
conditions precedent to the consummation of the proposed joint
venture transaction on the expected timeline or at all, our ability
achieve the anticipated benefits of the proposed joint venture
transaction, uncertainties regarding future actions that may be
taken by Barington in furtherance of its intention to nominate
director candidates for election at the Company’s 2025 Annual
Meeting, potential operational disruption caused by Barington’s
actions that may make it more difficult to maintain relationships
with customers, employees or partners, changes in domestic or
international economic conditions, changes in foreign currency
exchange rates, changes in interest rates, changes in the cost of
materials used in the manufacture of the Company’s products, any
impairment of goodwill or intangible assets, environmental
liability and limitations on the Company’s operations due to
environmental laws and regulations, disruptions to certain
services, such as telecommunications, network server maintenance,
cloud computing or transaction processing services, provided to the
Company by third-parties, changes in mortality and cremation rates,
changes in product demand or pricing as a result of consolidation
in the industries in which the Company operates, or other factors
such as supply chain disruptions, labor shortages or labor cost
increases, changes in product demand or pricing as a result of
domestic or international competitive pressures, ability to achieve
cost-reduction objectives, unknown risks in connection with the
Company’s acquisitions and divestitures, cybersecurity concerns and
costs arising with management of cybersecurity threats,
effectiveness of the Company’s internal controls, compliance with
domestic and foreign laws and regulations, technological factors
beyond the Company’s control, impact of pandemics or similar
outbreaks, or other disruptions to our industries, customers, or
supply chains, the impact of global conflicts, such as the current
war between Russia and Ukraine, the outcome of the Company’s
dispute with Tesla, Inc. (“Tesla”), the Company’s plans and
expectations with respect to its exploration, and contemplated
execution, of various strategies with respect to its portfolio of
businesses, the Company’s plans and expectations with respect to
its Board, and other factors described in the Company’s Annual
Report on Form 10-K and other periodic filings with the U.S.
Securities and Exchange Commission.
Matthews International CorporationCorporate
OfficeTwo NorthShore CenterPittsburgh, PA 15212-5851Phone: (412)
442-8200
ContactsMatthews International
Co.Steven F.
Nicola Chief
Financial Officer and Secretary(412) 442-8262
Sodali & Co.Michael Verrechia/Bill
Dooley(800) 662-5200MATW@investor.sodali.com
Georgeson LLCBill Fiske / David
FarkasMATWinfo@Georgeson.com
Collected StrategiesDan Moore / Scott Bisang /
Clayton ErwinMATW-CS@collectedstrategies.com
1 Percentage ownership calculated based on 30,937,563 shares of
the Company’s Common Stock outstanding as of November 30, 2024 per
the Company Proxy Statement.
Grafico Azioni Matthews (NASDAQ:MATW)
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Da Mar 2025 a Mar 2025
Grafico Azioni Matthews (NASDAQ:MATW)
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Da Mar 2024 a Mar 2025