L.B. Foster Company (the “Company”) (NASDAQ: FSTR), announced today
that Mr. Robert P. Bauer is retiring from the Company after serving
as its President and Chief Executive Officer since 2012. The
decision is the culmination of a comprehensive CEO succession
planning process resulting in the appointment of Mr. John F. Kasel
as the Company’s next President and CEO, effective July 21, 2021,
and his election as a member of the Board of Directors with his
term commencing on that same date. Mr. Kasel has held senior
management positions with L.B. Foster for 18 years, most recently
serving as the Chief Operating Officer. In order to ensure a
seamless transition, Mr. Bauer will step down from his role as
President and CEO and as a director on July 21, 2021, to serve as a
senior advisor to Mr. Kasel through December 31, 2021, at which
point he will retire from employment with the Company.
“It has been an honor and a privilege to serve
as L.B. Foster Company’s CEO for nearly a decade now.” Mr. Bauer
said. “I want to express my appreciation to the team of people who
take on the challenges and opportunities every day in an effort to
build a great future. We have extraordinary talent and a deep sense
of teamwork that make this a great company to lead. I am very
pleased that the Board of Directors has recognized John Kasel’s
accomplishments and his ability to lead this Company going forward.
I am confident that his leadership and focus on execution and
strategy will reward shareholders.”
Lee B. Foster, Chairman of the Board, said,
“This announcement follows a CEO succession planning process
developed and executed by the Board of Directors and Bob. The Board
is particularly pleased that we have our next CEO talent within the
Company. John is a proven leader, and over the course of his 18
years with the Company I have watched him take on increasing
responsibilities across all of our business lines. The Board is
excited about the opportunities the Company has identified to
create shareholder value. During the past year, John has been
instrumental in leading strategic planning initiatives, making this
an opportune time for him to assume the CEO role.”
“On behalf of the Board, I want to thank Bob for
his commitment and dedication to serving this Company as CEO. He
has guided us through some challenging times during his tenure, and
has created a more technology and solutions oriented company
positioned to take advantage of the digital railroad and the need
for infrastructure modernization. We are pleased that he will stay
on for the remainder of the year to allow for a smooth
transition.”
Mr. Kasel, age 56, joined the Company in 2003 as
Vice President – Operations and Manufacturing and served in roles
of increasing responsibility, most recently as Senior Vice
President and Chief Operating Officer since December 2019; Senior
Vice President – Rail & Construction from 2017 to December
2019; Senior Vice President – Rail Products & Services from
2012 to 2017; and Senior Vice President - Operations and
Manufacturing from 2005 to 2012. In his role as Vice President –
Manufacturing and Operations from 2003 to 2005, he introduced LEAN
manufacturing and other advancements which improved operating
efficiency and reliability. When he assumed the role of Senior Vice
President of the Rail business following an alignment of all
operations under business leaders with full P&L responsibility,
the Rail business was the largest reporting segment by revenue. He
then added responsibility for the Construction and Tubular segments
prior to being appointed COO.
“I am grateful for the opportunity to lead such
a dynamic global company,” said Mr. Kasel. “I have a deep
appreciation of the hard work and dedication our employees have
exhibited to build a great foundation for growing shareholder
value. This Company has a bright future and I am excited to lead it
as we continue to strive to be more technology and services
oriented, with a focus on increasing profitability. I am looking
forward to working with our stakeholders to create value by
focusing on higher returns from the most attractive markets we
serve. I am honored that the Board has placed their trust and
confidence in me to guide L.B. Foster Company as the next CEO.”
About L.B. Foster Company
L.B. Foster Company and its subsidiaries provide
products and services for the rail industry, and solutions to
support critical infrastructure projects. The Company’s innovative
engineering and product development solutions inspire the safety,
reliability, and performance of its customer’s challenging
requirements. The Company maintains locations in North America,
Europe, and Asia. For more information, please visit
www.lbfoster.com
This release may contain “forward-looking”
statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended, and Section 27A of the Securities
Act of 1933, as amended. Forward-looking statements provide
management’s current expectations of future events based on certain
assumptions and include any statement that does not directly relate
to any historical or current fact. Sentences containing words such
as “believe,” “will,” “intend,” “plan,” “may,” “expect,” “should,”
“could,” “anticipate,” “estimate,” “predict,” “project,” “looking
forward,” or their negatives, or other similar expressions of a
future or forward-looking nature generally should be considered
forward-looking statements. Forward-looking statements are based on
management’s current expectations and assumptions about future
events that involve inherent risks and uncertainties and may
concern, among other things, the Company’s expectations relating to
our strategy, goals, projections, and plans regarding our financial
position, liquidity, capital resources, and results of operations
and decisions regarding our strategic growth initiatives, market
position, and product development. While the Company considers
these expectations and assumptions to be reasonable, they are
inherently subject to significant business, economic, competitive,
regulatory, and other risks, and uncertainties, most of which are
difficult to predict and many of which are beyond the Company’s
control. The Company cautions readers that various factors could
cause the actual results of the Company to differ materially from
those indicated by forward-looking statements. Accordingly,
investors should not place undue reliance on forward-looking
statements as a prediction of actual results. Among the factors
that could cause the actual results to differ materially from those
indicated in the forward-looking statements are risks and
uncertainties related to: the COVID-19 pandemic, including the
impact of any worsening of the pandemic on our financial condition
or results of operations, and any future global health crises, and
the related social, regulatory, and economic impacts and the
response thereto by the Company, our employees, our customers, and
national, state, or local governments; a continued deterioration in
the prices of oil and natural gas and the related impact on the
upstream and midstream energy markets; a continuation or worsening
of the adverse economic conditions in the markets we serve, whether
as a result of the current COVID-19 pandemic, including its impact
on travel and demand for oil and gas, the continued deterioration
in the prices for oil and gas, governmental travel restrictions,
project delays, and budget shortfalls, or otherwise; volatility in
the global capital markets, including interest rate fluctuations,
which could adversely affect our ability to access the capital
markets on terms that are favorable to us; restrictions on our
ability to draw on our credit agreement, including as a result of
any future inability to comply with restrictive covenants contained
therein; a continuing decrease in freight or transit rail traffic,
including as a result of the COVID-19 pandemic; environmental
matters, including any costs associated with any remediation and
monitoring; the risk of doing business in international markets,
including compliance with anti-corruption and bribery laws, foreign
currency fluctuations and inflation, and trade restrictions or
embargoes; our ability to effectuate our strategy, including cost
reduction initiatives, and our ability to effectively integrate
acquired businesses or to divest businesses, such as the 2020
disposition of the IOS Test and Inspection Services business and
acquisition of LarKen Precast, LLC and to realize anticipated
benefits; costs of and impacts associated with shareholder
activism; continued customer restrictions regarding the on-site
presence of third party providers due to the COVID-19 pandemic; the
timeliness and availability of materials from our major suppliers,
including any continuation or worsening of the disruptions in the
supply chain experienced as a result of the COVID-19 pandemic, as
well as the impact on our access to supplies of customer
preferences as to the origin of such supplies, such as customers’
concerns about conflict minerals; labor disputes; cyber-security
risks such as data security breaches, malware, ransomware,
“hacking,” and identity theft, including as experienced in 2020,
which could disrupt our business and may result in misuse or
misappropriation of confidential or proprietary information, and
could result in the significant disruption or damage to our
systems, increased costs and losses, or an adverse effect to our
reputation; the effectiveness of our continued implementation of an
enterprise resource planning system; changes in current accounting
estimates and their ultimate outcomes; the adequacy of internal and
external sources of funds to meet financing needs, including our
ability to negotiate any additional necessary amendments to our
credit agreement or the terms of any new credit agreement, and
reforms regarding the use of LIBOR as a benchmark for establishing
applicable interest rates; the Company’s ability to manage its
working capital requirements and indebtedness; domestic and
international taxes, including estimates that may impact taxes;
domestic and foreign government regulations, including tariffs;
economic conditions and regulatory changes caused by the United
Kingdom’s exit from the European Union; a lack of state or federal
funding for new infrastructure projects; an increase in
manufacturing or material costs; the loss of future revenues from
current customers; and risks inherent in litigation and the outcome
of litigation and product warranty claims. Should one or more of
these risks or uncertainties materialize, or should the assumptions
underlying the forward-looking statements prove incorrect, actual
outcomes could vary materially from those indicated. Significant
risks and uncertainties that may affect the operations,
performance, and results of the Company’s business and
forward-looking statements include, but are not limited to, those
set forth under Item 1A, “Risk Factors,” and elsewhere in the
Company’s Annual Report on Form 10-K for the year ended
December 31, 2020, or as updated and/or amended by other
current or periodic filings with the Securities and Exchange
Commission.
The forward-looking statements in this release are made as of
the date of this release and we assume no obligation to update or
revise any forward-looking statement, whether as a result of new
information, future developments, or otherwise, except as required
by the federal securities laws.
Marketing & Communications:
Jake Fuellhart
(412) 928-5645
jfuellhart@lbfoster.com
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