MOSINEE, Wis.--(BUSINESS WIRE)--Wausau Paper’s (NYSE:WPP) today announced that it has reached an agreement with Starboard Value LP and its affiliates regarding the composition of the Company’s Board of Directors. Under the terms of the agreement, Wausau has agreed to appoint Gavin Molinelli, a Partner at Starboard, to Wausau’s Board of Directors. Mr. Molinelli has been serving as an observer to the Wausau Board since April 22, 2014. Mr. Molinelli will be included on the Company’s slate of Board nominees in the Company’s 2014 proxy statement and submitted for stockholder approval at the Company’s 2014 Annual Meeting.
In connection with the nominations, Starboard, which beneficially owns approximately 15.1% of the outstanding shares of Wausau’s common stock, has agreed to vote all of its shares in favor of each of the Board’s nominees at the 2014 Annual Meeting.
“We are pleased to have reached this agreement with Starboard,” said Michael C. Burandt, Chairman and Chief Executive Officer of Wausau Paper. “Wausau Paper continues to be well-positioned to capitalize on the investments that we have made in the tissue business, and we look forward to continuing to work productively with Gavin as he formally joins our Board of Directors.”
Mr. Molinelli stated, “We are pleased to have again worked constructively with management and the Board of Wausau. Wausau has a fantastic combination of brands, employees, assets and distributors, and I look forward to working diligently and constructively with my fellow Board members to substantially improve profitability and create shareholder value at Wausau.”
The complete agreement between Wausau Paper and Starboard will be included as an exhibit to the Company’s Current Report on Form 8-K which will be filed with the Securities and Exchange Commission (“SEC”). Further details regarding the 2014 Annual Meeting will be included in the Company’s definitive proxy materials, which will be filed with the SEC.
This information may be deemed to be solicitation material in respect to the solicitation of proxies from shareholders in connection with Wausau Paper Corp.’s 2014 annual meeting of shareholders. Wausau Paper Corp. (the “Company”), its directors and certain of its executive officers may be deemed to be participants in such solicitation. The Company will file a proxy statement with the Securities and Exchange Commission (the “SEC”) in connection with the 2014 annual meeting of shareholders. The proxy statement, any other relevant documents and other material filed with the SEC concerning the Company will be, when filed, available free of charge at www.sec.gov and www.wausaupaper.com. Shareholders are urged to read the proxy statement and any other relevant documents file when they become available because they will contain important information.
About Wausau Paper:
Wausau Paper produces and markets a complete line of away-from-home towel and tissue products, as well as soap and dispensing systems. The Company is listed on the NYSE under the symbol WPP. To learn more about Wausau Paper visit wausaupaper.com.
Safe Harbor under the Private Securities Litigation Reform Act of
The matters discussed in this news release concerning the Company’s future performance or anticipated financial results are forward-looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks and uncertainties which may cause results to differ materially from those set forth in these statements. Among other things, these risks and uncertainties include the strength of the economy and demand for paper products, increases in raw material and energy prices, manufacturing problems at Company facilities, and other risks and assumptions described under “Information Concerning Forward-Looking Statements” in Item 7 and in Item 1A of the Company’s Form 10-K for the year ended December 31, 2013. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.