VANCOUVER (miningweekly.com) – Specialty alloys manufacturer Arconic has reached agreement with activist shareholder Elliott Management and its affiliates, who together hold about 13.2% of the company, to resolve the pending proxy contest regarding the company’s May 25 annual general meeting (AGM).
NYSE-listed Arconic has agreed to Elliott’s nomination of Christopher Ayers, Elmer Doty and Patrice Merrin for election as directors at the upcoming annual meeting, and Arconic will nominate David Hess and Ulrich Schmidt for election as directors.
Elliott and the company have agreed to withdraw their respective nominations of any other director candidates.
The $10-billion company, which separated from aluminium producer Alcoa Corp late last year, has five board seats up for election at the AGM. The abrupt resignation of former CEO and chairperson Klaus Kleinfeld last month created one vacancy five seats.
In the coming weeks, Arconic will search for a new CEO and also appoint a new chairperson to the board.
One of Elliott’s director nominees will be added to the CEO search committee and Elliott will have the opportunity to engage collaboratively with the CEO search committee and meet with candidates as the board manages the search and selection process. Arconic said the search committee will consider several candidates, including former CEO of Spirit AeroSystems Holdings Larry Lawson.
Arconic also announced that Rafael Reif has resigned from the board, and will be replaced by James “Jim” Albaugh, who was a candidate previously nominated by Arconic for election at the AGM. The resignation and appointment will be effective immediately following the AGM.
The company also announced that it will be working to reincorporate in the state of Delaware by the end of this year, which will provide for an annually elected board and contain no provisions requiring a supermajority shareholder vote.