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Press
Release
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Source:
Ramius Capital Group, L.L.C.
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Ramius
Reiterates Its Commitment to Seeking Representation on A. Schulman’s Board of
Directors at 2007 Annual Meeting
Thursday
November 29, 8:00 am ET
NEW
YORK--(BUSINESS WIRE)--RCG Starboard Advisors, LLC, a subsidiary of Ramius
Capital Group, L.L.C. and affiliate of Starboard Value and Opportunity Master
Fund Ltd. (collectively, “Ramius”), announced today that it has reviewed the
recent agreement between A. Schulman, Inc. (“Schulman” or the “Company”)
(NASDAQ: SHLM - News) and a group led by Barington Capital Group L.P., and
reiterated Ramius’ commitment to seeking Board representation at the Company’s
2007 Annual Meeting.
Ramius
Partner Mark R. Mitchell stated, “The recent announcement of yet another
agreement between the Company and a group led by Barington Capital provides
us
little, if any, comfort that the Board is truly committed to taking the
necessary steps now to maximize stockholder value.”
Ramius
intends to file definitive proxy materials as soon as possible, and expects
to
communicate with the stockholders shortly thereafter.
Ramius
is
the beneficial holder of approximately 7.4% of Schulman’s outstanding shares and
has nominated four highly qualified candidates for election to the Schulman
Board of Directors at the Company’s 2007 Annual Meeting of
Stockholders.
About
Ramius Capital Group, L.L.C.
Ramius
Capital Group is a registered investment advisor that manages assets of
approximately $9.6 billion in a variety of alternative investment strategies.
Ramius Capital Group is headquartered in New York with offices located in
London, Tokyo, Hong Kong, Munich, and Vienna.
CERTAIN
INFORMATION CONCERNING THE PARTICIPANTS
Starboard
Value and Opportunity Master Fund Ltd., an affiliate of Ramius Capital Group,
L.L.C. (“Ramius Capital”), together with the other participants named herein,
has made a preliminary filing with the Securities and Exchange Commission
(“SEC”) of a proxy statement and an accompanying GOLD proxy card to be used to
solicit votes for the election of its nominees at the 2007 annual meeting
of
stockholders of A. Schulman, Inc., a Delaware corporation (the
“Company”).
RAMIUS
CAPITAL ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT
AND
OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE
ON
THE SEC’S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THE
PROXY SOLICITATION WILL PROVIDE COPIES OF THE PROXY STATEMENT WITHOUT CHARGE
UPON REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE PARTICIPANTS’’ PROXY
SOLICITOR.
The
participants in the proxy solicitation are Starboard Value and Opportunity
Master Fund Ltd., a Cayman Islands exempted company (“Starboard”), Starboard
Value & Opportunity Fund, LLC, a Delaware limited liability company
(“Starboard Value”), Parche, LLC, a Delaware limited liability company
(“Parche”), RCG Enterprise, Ltd, a Cayman Islands exempted company (“RCG
Enterprise”), RCG Starboard Advisors, LLC, a Delaware limited liability company
(“RCG Starboard”), Ramius Capital, a Delaware limited liability company, C4S
& Co., L.L.C., a Delaware limited liability company (“C4S”), Peter A. Cohen
(“Mr. Cohen”), Morgan B. Stark (“Mr. Stark”), Thomas W. Strauss (“Mr. Strauss”),
Jeffrey M. Solomon (“Mr. Solomon”), Mark Mitchell (“Mr. Mitchell”), Michael
Caporale, Jr. (“Mr. Caporale Jr.”), Lee Meyer (“Mr. Meyer”)and Yevgeny V.
Ruzhitsky (“Mr. Ruzhitsky”) (collectively, the “Participants”). Starboard
beneficially owns 998,073 shares of Common Stock of the Company. Starboard
Value
beneficially owns 736,984 shares of Common Stock of the Company. Parche
beneficially owns 327,738 shares of Common Stock of the Company. As the sole
non-managing member of Parche and owner of all economic interests therein,
RCG
Enterprise is deemed to beneficially own the 327,738 shares of Common Stock
of
the Company owned by Parche. As the investment manager of Starboard and the
managing member of each of Parche and Starboard Value, RCG Starboard Advisors
is
deemed to beneficially own the 998,073 shares of Common Stock of the Company
owned by Starboard, the 736,984 shares of Common Stock of the Company owned
by
Starboard Value and the 327,738 shares of Common Stock of the Company owned
by
Parche. As the sole member of RCG Starboard Advisors, Ramius Capital is deemed
to beneficially own the 998,073 shares of Common Stock of the Company owned
by
Starboard, the 736,984 shares of Common Stock of the Company owned by Starboard
Value and the 327,738 shares of Common Stock of the Company owned by Parche.
As
the managing member of Ramius Capital, C4S is deemed to beneficially own
the
998,073 shares of Common Stock of the Company owned by Starboard, the 736,984
shares of Common Stock of the Company owned by Starboard Value and the 327,738
shares of Common Stock of the Company owned by Parche. As the managing members
of C4S, each of Messrs. Cohen, Stark, Strauss and Solomon is deemed to
beneficially own the 998,073 shares of Common Stock of the Company owned
by
Starboard, the 736,984 shares of Common Stock of the Company owned by Starboard
Value and the 327,738 shares of Common Stock of the Company owned by Parche.
Messrs. Cohen, Stark, Strauss and Solomon disclaim beneficial ownership of
such
shares of Common Stock of the Company to the extent of their respective
pecuniary interest therein. As members of a “group” for the purposes of Rule
13d-5(b)(1) of the Securities Exchange Act of 1934, as amended, each of Messrs.
Caporale, Jr., Meyer, Mitchell and Ruzhitsky is deemed to beneficially own
the
998,073 shares of Common Stock of the Company owned by Starboard, the 736,984
shares of Common Stock of the Company owned by Starboard Value and the 327,738
shares of Common Stock of the Company owned by Parche. Messrs. Caporale,
Jr.,
Meyer, Mitchell and Ruzhitsky each disclaim beneficial ownership of the shares
of Common Stock of the Company that they do not directly own.
Contact:
Media
& Shareholders:
Sard
Verbinnen & Co.
Dan
Gagnier or Renée Soto, 212-687-8080
Source:
Ramius Capital Group, L.L.C.