Both ISS and Glass Lewis Recognize
Transaction’s Sound Strategic and Financial Rationale
Lifetime Brands, Inc. (NasdaqGS:LCUT) (“Lifetime”), a leading
global provider of branded kitchenware, tableware and other
products used in the home, today announced that Institutional
Shareholder Services Inc. (“ISS”) and Glass Lewis, two leading
independent proxy voting advisory firms, have recommended that
Lifetime stockholders vote FOR
the issuance of the shares of Lifetime common stock contemplated in
connection with the consummation of Lifetime’s previously announced
acquisition of Filament Brands (“Filament”). The proposed share
issuance will be voted upon at Lifetime’s Special Meeting of
Stockholders (the “Special Meeting”) scheduled to be held at
Lifetime’s office at 1000 Stewart Avenue, Garden City, New York
11530, on February 28, 2018 at 10:30 a.m. (Eastern Time).
In ISS’ February 7, 2018 report where it concluded that Lifetime
stockholders should vote FOR
the contemplated share issuance, ISS concluded that “support for
the transaction is warranted, due to the sound strategic rationale,
potential synergies, and expected strong earnings per share
accretion.”
Like ISS, Glass Lewis, in reaching its conclusions in its
February 8, 2018 report where it concluded that Lifetime
stockholders should vote FOR
the contemplated share issuance, noted the financial and strategic
rationale for the transaction.
Commenting on the ISS and Glass Lewis reports and the favorable
recommendations, Jeffrey Siegel, Lifetime’s Chairman and Chief
Executive Officer, said “We are very pleased that ISS and Glass
Lewis have recommended that our stockholders vote FOR the share issuance contemplated by our
acquisition of Filament. We are also pleased that in making the
recommendations, ISS and Glass Lewis recognized the transaction’s
sound strategic and financial basis. By acquiring Filament, we
believe we are creating a stronger company with increased scale,
new sales opportunities and a world-class leadership team. We
continue to make progress towards completing the transaction in the
first half of 2018 and look forward to delivering the value that we
believe is inherent in this transaction to all of our stockholders,
customers and employees. We strongly urge all our stockholders to
follow the recommendations of ISS and Glass Lewis and vote TODAY
FOR the share issuance
contemplated by our acquisition of Filament.”
Lifetime reminds stockholders that their vote is important
regardless of how many Lifetime common shares they own. The Board
of Directors of Lifetime unanimously recommends that Lifetime
stockholders vote FOR the share
issuance contemplated in connection with the consummation of
Lifetime’s acquisition of Filament.
Lifetime has engaged Georgeson as its proxy solicitor in
connection with the upcoming Special Meeting and asks all
stockholders to contact Georgeson with any questions or for
assistance with voting. Georgeson can be reached by telephone at
toll free 866-775-2705.
About Lifetime Brands, Inc.
Lifetime Brands, Inc. Lifetime Brands is a leading global
provider of kitchenware, tableware and other products used in the
home. Lifetime markets its products under well-known kitchenware
brands, including Farberware®, KitchenAid®, Sabatier®, Amco
Houseworks®, Chicago™ Metallic, Copco®, Fred® & Friends,
Kitchen Craft®, Kamenstein®, Kizmos™, MasterClass®, Misto®, Mossy
Oak®, Swing-A-Way® and Vasconia®; respected tableware and giftware
brands, including Mikasa®, Pfaltzgraff®, Fitz and Floyd®, Creative
Tops®, Empire Silver™, Gorham®, International® Silver, Kirk
Stieff®, Towle® Silversmiths, Tuttle®, Wallace®, Wilton Armetale®,
V&A® and Royal Botanic Gardens Kew®; and valued home solutions
brands, including Bombay®, BUILT NY® and Debbie Meyer®. Lifetime
also provides exclusive private label products to leading retailers
worldwide. Lifetime’s corporate website is
www.lifetimebrands.com.
Additional Information and Where to Find It
Certain aspects of the contemplated acquisition of Filament are
being submitted to Lifetime’s stockholders for their consideration.
In connection with the contemplated transaction, Lifetime has filed
a proxy statement for Lifetime’s stockholders with the SEC, and has
mailed the proxy statement to its stockholders and filed other
documents regarding the contemplated transaction with the SEC.
Lifetime urges investors and stockholders to read the proxy
statement, as well as other documents filed with the SEC, carefully
and in their entirety, because they will contain important
information. Investors and security holders may receive the proxy
statement and other documents free of charge at the SEC’s web site,
http://www.sec.gov. These documents can also be obtained free of
charge from Lifetime upon written request to the Corporate
Secretary, Lifetime Brands, Inc., 1000 Stewart Avenue, Garden City,
NY 11530.
Participants in Solicitation
Lifetime and its directors and executive officers and other
members of management and employees are deemed to be participants
in the solicitation of proxies from Lifetime’s stockholders in
connection with the contemplated acquisition of Filament.
Information regarding the persons who may, under the rules of the
SEC, be so deemed participants are set forth in the proxy statement
filed with the SEC on January 24, 2018. You can also find
information about Lifetime’s executive officers and directors in
its definitive proxy statement for its 2017 Annual Meeting of
Stockholders, which was filed with the SEC on May 1, 2017. You
can obtain free copies of such definitive proxy statement using the
contact information above.
Disclaimer
Lifetime has neither sought nor obtained the consent from any
third party to use any statements or information contained in this
press release that have been obtained or derived from statements
made or published by such third parties. Any such statements or
information should not be viewed as indicating the support of such
third parties for the views expressed herein.
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version on businesswire.com: http://www.businesswire.com/news/home/20180209005310/en/
Lifetime Brands, Inc.:Laurence Winoker, 516-203-3590Chief
Financial Officerinvestor.relations@lifetimebrands.comorJoele
Frank, Wilkinson Brimmer KatcherDan Katcher / Alyssa Cass / Andrew
Squire, 212-355-4449
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