sec document
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant / /
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/ / Preliminary Proxy Statement
/ / Confidential, For Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
/ / Definitive Proxy Statement
/x/ Definitive Additional Materials
/ / Soliciting Material Under Rule 14a-12
SL INDUSTRIES, INC.
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(Name of Registrant as Specified In Its Charter)
THE RORID COMMITTEE
STEEL PARTNERS II, L.P.
WARREN G. LICHTENSTEIN
NEWCASTLE PARTNERS, L.P.
MARK E. SCHWARZ
GLEN KASSAN
JAMES R. HENDERSON
STEVEN WOLOSKY
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FOR IMMEDIATE RELEASE
ISS RECOMMENDS SL INDUSTRIES, INC. SHAREHOLDERS VOTE TO
ELECT RORID COMMITTEE SLATE OF DIRECTORS
New York, NY, January 17, 2002 -- The RORID Committee, which is waging a proxy
contest at the Annual Meeting of SL Industries, Inc. (NYSE:SL), announced today
that Institutional Shareholder Services (ISS), the nation's leading independent
provider of proxy voting and corporate governance advice to major institutional
investors, has recommended that SL shareholders vote the GOLD proxy card FOR The
RORID Committee's slate of nominees at SL's annual meeting of shareholders
scheduled to be held on January 22, 2002.
In its report, ISS stated, "ISS believes that adequate time has passed for SL's
current management to improve shareholder value. As such, we conclude that a
board shakeup is needed." In reaching its conclusion, the ISS report stated, "We
believe that the dissident's relevant expertise in the investment community
could enhance the company's visibility and stock price--allowing it to become a
more attractive buy for potential bidders." The ISS report continued, "Because
the dissidents own 14.9 percent of the company's outstanding common stock,
shareholders have some assurance that its interests will be linked to increasing
the value of the company."
Warren Lichtenstein, managing member of the general partner of Steel Partners
II, L.P., a member of the Committee, commented that "We are gratified that ISS
has seen the merits of our position and agreed with us that it is time for
directors with a meaningful stake in the company to be at the helm."
The RORID Committee has filed with the Securities and Exchange Commission
definitive proxy materials in connection with the Committee's solicitation of
proxies to elect its slate of director nominees at the annual meeting of
shareholders scheduled to be held on January 22, 2002, and has mailed copies to
shareholders. The Committee urges SL's shareholders to read these materials
because they contain important information. Copies of the Committee's definitive
proxy statement and other soliciting materials are also available free of charge
at the Securities and Exchange Commission's Web site at www.sec.gov. Information
relating to the participants in the Committee's proxy solicitation is contained
in the Committee's definitive proxy statement.
Contact:
Mike Brinn
Innisfree M&A Incorporated
501 Madison Avenue
New York, NY 10022
(212) 750-8253