Shareholders have voted to remove Spicers finance director Wayne Johnston and have elected six new directors to the board including Vlad Artamonov and Todd Plutsky, the managing partners of New York private equity firm Coastal Capital.
The former Spicers board had urged shareholders to retain Johnston and support its preferred candidates Malcolm McComas and David Stillman to replace outgoing directors Robert Kaye and Mike Barker when the matter went before an extraordinary general meeting (EGM) in Melbourne this morning. McComas, chairman of drug company Pharmaxis, was identified as the existing board’s favoured candidate to become the new chairman.
But in a rejection of those recommendations, shareholders voted to replace Johnston and also shut out McComas and Stillman in favour of six new directors including Artamonov, Plutsky and former Spicers CEO Andrew Preece.
In a statement to the ASX following the EGM, Spicers said:
As a result of these voting outcomes, Mr Wayne Johnston, Spicers’ Chief Financial Officer, has been removed as a director of the company with immediate effect. Mr Vlad Artamonov, Mr Gabriel Berger, Mr Nigel Burgess, Mr Todd Plutsky, Mr Andrew Preece and Mr Jonathan Trollip will become directors of the Company.
Given confirmation of the above appointments, Mr Robert Kaye SC and Mr Mike Barker have tendered their resignations as directors of the Company.
Kaye and Barker had agreed to step down from the Spicers (formerly PaperlinX) board in June as part of an agreement that ended a long-running dispute with PaperlinX hybrid shareholders. Those hybrid shareholders now hold about a 68 percent stake in the company.
Coastal Capital, a New York-based private investment firm that held 19 percent of the hybrid securities, had nominated its managing partners, Plutsky and Artamonov, for positions on the board – a move that was opposed by the existing board.
Spicers last month reported a statutory profit after tax of $1.7 million in the 2016-17 financial year, a drop of $3.6 million from its result in 2015-16.
In its full year results, the company posted sales revenue of $380.7 million for the financial year, a 3.1 percent decline from the previous year. The $1.7 million profit after tax represents less than one percent of the company’s sales revenue.
A drop in sales for the commercial printing sector was partially offset by a rise in sign and display, while growth in New Zealand and Asia offset a weaker Australian result. “While volumes continue to decline and trading conditions remain tough in our commercial print markets, it is pleasing to report that we have been able to deliver an increase in group underlying earnings with good results from our New Zealand and Asian businesses and a reduction in continuing corporate costs as activities continue to be rationalised,” said David Martin, CEO.