Concerned Rentech Shareholders (“Concerned Rentech Shareholders”), a group led by Engaged Capital, LLC and Lone Star Value Management, LLC, together one of the largest stockholders of Rentech, Inc. (“RTK” or the “Company”) (NASDAQ:RTK) with aggregate ownership of approximately 4.6% of the outstanding shares of RTK, today announced it has submitted formal nominations of four independent, highly-qualified candidates for election to the Board of Directors of RTK (the “Board”) at the upcoming 2014 annual meeting of RTK’s stockholders (the “2014 Annual Meeting”).
In a letter accompanying the nomination notice, Concerned Rentech Shareholders highlighted its frustration at the continued destruction of shareholder value at RTK and the persistent missteps and lapses in oversight that have caused the group to lose confidence in the current Board’s ability to effectively oversee RTK. Concerned Rentech Shareholders concluded that immediate Board reconstitution, including through direct shareholder representation, is needed to ensure that all decisions place the best interests of RTK’s shareholders first and foremost.
On December 27, 2013, Concerned Rentech Shareholders submitted to the Board a formal request for exemption under the Company’s Tax Benefit Preservation Plan (the “Rights Plan”) to allow the group to acquire beneficial ownership in the aggregate of up to 7% of the outstanding shares of RTK’s stock. To date, the Board has not responded to this request. The Rights Plan prohibits any RTK shareholder or group of shareholders from acquiring in excess of 5% of the Company’s outstanding stock except in certain limited circumstances.
Glenn Welling of Engaged Capital and Jeff Eberwein of Lone Star Value commented: “Our decision to nominate four candidates for election at the 2014 Annual Meeting follows over a year of failed discussions with the Company in which our constructive suggestions were ignored and value destruction persisted. We believe it is imperative to inject an independent, fresh perspective in the boardroom in order to foster management accountability, instill capital discipline, and protect the interests’ of RTK’s shareholders.”