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ST. LOUIS, MISSOURI
FEBRUARY 1, 2006
Angelica Announces Status of Independent Special
Committee Deliberations
St. Louis, Missouri (February 1, 2006) - Angelica Corporation
(NYSE: AGL), a leading provider of healthcare linen management services,
announced today that the independent Special Committee established by its Board
of Directors to address issues raised recently by the Company's largest
shareholder, Steel Partners II, L.P. (“Steel Partners”), has thus far been
unsuccessful in its efforts to accommodate the interests of Steel Partners.
In response to Steel Partners’ request, the Special Committee –
which is comprised solely of independent, outside directors – engaged in
extensive dialogue with the firm and offered to allocate two seats on the
company’s Board of Directors to Steel, as requested by Steel in its December 14
letter to the Company. This initiative, which would increase the size of the
Company’s board to ten seats, would allow Angelica to benefit from the expertise
of Steel’s representatives in the areas cited by Steel in its letter.
Regrettably, thus far Steel has not deemed this proposal to be satisfactory.
Ron Kruszewski, Director and Chairman of the independent Special
Committee, stated: “The Angelica Board of Directors is singularly focused on
delivering long term value to all of its shareholders and welcomes the input of
its shareholders. The Board also has an obligation to fully represent the
interests of its entire shareholder base and believes that by agreeing to add
two representatives of Steel Partners to its Board that it has been highly
responsive to the interests of its largest shareholder, while also representing
the interests of the other shareholders. We will continue to seek mutually
agreeable means to respond to the interests of Steel Partners.”
As evidence of its commitment to entertain input from
shareholders, Angelica formally offered to have Steel Partners provide it with a
set of recommendations on the strategic and operational aspects of the business
and the tangible steps it feels will help accelerate the Company’s progress.
Angelica committed to a timely review of and response to those
recommendations.
Mr. Kruszewski added, “Although we are highly confident in the
strategic direction of the Company, it is only prudent to listen to the ideas of
those who have invested significantly in the business and we look forward to the
opportunity to review and respond to those recommendations.”
Angelica’s long-term strategy is to be the leading provider of
linen management services to the U.S. healthcare market by providing unsurpassed
customer services at a good value. Having just completed a structural and
cultural reorganization of the company to a customer-centric versus
operations-centric business model, Angelica is focused on establishing itself as
the clear category leader and delivering long term value to its shareholders.
Angelica Corporation, traded on the New York Stock Exchange under
the symbol AGL, is a leading provider of textile rental and linen management
services to the U.S. healthcare market. More information about Angelica is
available on its website, www.angelica.com.
Forward-Looking Statements
Any forward-looking statements made in this document reflect
the Company's current views with respect to future events and financial
performance and are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Such statements are subject to
certain risks and uncertainties that may cause actual results to differ
materially from those set forth in these statements. These potential risks and
uncertainties include, but are not limited to, competitive and general economic
conditions, the ability to retain current customers and to add new customers in
competitive market environments, competitive pricing in the marketplace, delays
in the shipment of orders, availability of labor at appropriate rates,
availability and cost of energy and water supplies, the cost of workers'
compensation and healthcare benefits, the ability to attract and retain key
personnel, the ability of the Company to recover its seller note and avoid
future lease obligations as part of its sale of Life Uniform, the ability of the
Company to accomplish its strategy of redirecting its resources to its
healthcare linen management business in a timely and financially advantageous
manner, unusual or unexpected cash needs for operations or capital transactions,
the effectiveness of certain expense reduction initiatives, the ability to
obtain financing in required amounts and at appropriate rates and terms, the
ability to identify, negotiate, fund, consummate and integrate acquisitions, and
other factors which may be identified in the Company's filings with the
Securities and Exchange Commission.
For additional information contact:
CONTACT:
STEVE O’HARA
CHIEF EXECUTIVE OFFICER
OR
COLLEEN HEGARTY
DIRECTOR OF INVESTOR RELATIONS
ANGELICA
CORPORATION
TELE: (314) 854-3800 |
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