Shamrock Activist Value Fund, L.P. Gratified By Support From Texas Industries’ Largest Shareholder
September 17 2009 - 3:13PM
Business Wire
The Shamrock Activist Value Fund, L.P., which together with its
parallel investment vehicle owns 10.2% of Texas Industries, Inc.
(NYSE: TXI) common stock, today received the support of the
company’s largest shareholder for the Shamrock Activist Value
Fund’s bid to elect three candidates to the board of directors and
pass three shareholder resolutions at Texas Industries’ Annual
Meeting of Shareholders scheduled for Oct. 22, 2009.
Nassef Sawiris, the beneficial owner of nearly 15% of Texas
Industries outstanding common stock, announced his intent to vote
“For” the Shamrock Activist Value Fund, L.P.’s three director
nominees and “For” its three shareholder proposals in a Schedule
13D filed today with the Securities and Exchange Commission.
“We believe that Mr. Sawiris’ support is strong validation of
our call for change at Texas Industries,” said Dennis A. Johnson,
CFA, managing director of Shamrock Capital Advisors, the investment
advisor for the Shamrock Activist Value Fund. “In our view, the
interests of management and the board are not aligned with those of
Texas Industries shareholders.”
In a letter to the Texas Industries board, Mr. Sawiris wrote: “I
believe the [Shamrock Activist Value Fund, L.P.’s] director
nominees and their three resolutions will be a catalyst for
improving performance and governance at TXI and most importantly
for increasing shareholder value.”
Mr. Sawiris’ statement of support follows an announcement made
on September 1, 2009 by Southeastern Asset Management, Inc., an
investment advisory firm which owns more than 9% of Texas
Industries’ outstanding common stock, that it intends to vote “For”
the Shamrock Activist Value Fund, L.P.’s three director nominees
and “For” its three shareholder proposals.
Shamrock Activist Value Fund, L.P.’s three independent director
candidates are Marjorie L. Bowen, Dennis A. Johnson, CFA and Gary
L. Pechota. These highly qualified nominees collectively have broad
experience in finance and capital markets, cement operations and
corporate governance matters. Shamrock Activist Value Fund, L.P.’s
three shareholder resolutions request that the Board
(i) destagger the company’s classified board and require all
directors to stand for election every year, (ii) institute
majority voting in uncontested director elections and
(iii) require shareholder approval of all “poison pill” rights
plans.
Shamrock Activist Value Fund is one of five separate investment
funds managed by Shamrock Capital Advisors, Inc., a subsidiary of
Shamrock Holdings, Inc., the investment vehicle of the Roy E.
Disney family. Shamrock Capital Advisors has an aggregate of $1.8
billion under management within these five funds.
The Shamrock Activist Value Fund, L.P. has filed its definitive
proxy materials for the 2009 Annual Meeting of Texas Industries
Shareholders with the Securities and Exchange Commission (the
“SEC”). Copies of all proxy materials Shamrock Activist Value Fund,
L.P. files with the SEC are available without charge at the SEC’s
website at www.sec.gov and its definitive proxy materials also may
be obtained without charge at http://www.shamrock-txiproxy.com.
Information regarding the participants in the Shamrock Activist
Value Fund, L.P.’s solicitation of proxies for the annual meeting
is contained in Shamrock Activist Value Fund, L.P.’s definitive
proxy statement, which also contains information regarding why
Shamrock Activist Value Fund, L.P. believes Texas Industries
shareholders should vote the WHITE proxy card “FOR” its three
director nominees and “FOR” its three shareholder proposals.
Shareholders who need assistance voting their shares may contact
MacKenzie Partners, Inc., Shamrock Activist Value Fund, L.P.’s
proxy solicitor by calling (800) 322-2885 or e-mailing to
savf-txi@mackenziepartners.com.
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