May 13, 2011
/PRNewswire/ -- Mac-Gray Corporation (NYSE: TUC) today announced that Glass Lewis & Co., LLC and Egan-Jones Proxy Services have recommended that its clients support Mac-Gray's incumbent director nominees. The two firms have advised that shareholders vote for Chairman
William Meagher, Jr.
on the WHITE proxy card.
"The support of Glass Lewis and Egan-Jones delivers an important message to Mac-Gray shareholders," said
Thomas E. Bullock
, Mac-Gray's Chairman of the Board. "The opinion of these independent advisory firms is that shareholders should
the incumbent slate of directors and
the candidates proposed by the TUC IVC Group. We strongly urge all shareholders to vote FOR our highly-qualified director nominees on the WHITE proxy card today via mail, telephone, internet, or in person at the Company's Annual Meeting to be held on May 18."
Additionally, Institutional Shareholder Services Inc. (ISS) has also advised its clients to not vote in favor of the dissident slate of candidates. However, due to its policy on matters of classified boards and shareholder rights plans, ISS recommended a withhold vote on Mac-Gray's incumbent nominees. The Board strongly disagrees with ISS's withhold recommendation and urges all shareholders to vote for the Company's nominees, who have delivered substantial value in terms of stock performance, key financial metrics, balance sheet strength and returning equity to shareholders.
Regarding the director nominees, Glass Lewis & Co., LLC stated the following in its
- "Upon full review, we believe the Dissident has failed to provide sufficient reason for shareholders to replace the incumbent nominees. On the quantitative side, we find many of the TUC Group's arguments lack comparative benchmarks and do not reasonably reflect the financial condition and operating performance of Mac-Gray, particularly over the course of the last several years."
- "...we believe shareholders would be best served by supporting an incumbent board that has, together with current management, improved margins, generated superior share price performance and returned excess capital to shareholders through a regular quarterly dividend."
- "As a first point of review, we see the Dissident states the Company overpaid for a series of acquisitions between fiscal years 2004 and 2008... We find this argument uncompelling...."
report supporting Mac-Gray's director nominees, Egan-Jones Proxy Services concluded:
- "We believe that our support for 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:
1. The belief that TUC IVC Group has provided no plan and no substantive new ideas or valid reasons to change the Company's strategic direction that will improve the Company's stockholder value.