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FOR IMMEDIATE RELEASE
ST. LOUIS, MISSOURI
FEBRUARY 7, 2006
Angelica Reiterates Its Long-Standing Commitment to
Representing
the Interests of All Shareholders
St. Louis, Missouri (February 7, 2006) - Angelica Corporation (NYSE: AGL), a
leading provider of healthcare linen management services, reiterated today its
long-standing and recognized commitment to fulfilling its fiduciary
responsibility by representing the interests of all shareholders. In response
to unsubstantiated claims and seemingly intentional mischaracterizations of fact
by Steel Partners, one of the Company’s shareholders, Angelica has also taken
the regretful but necessary step of correcting the record for shareholders.
Steve O’Hara, Chairman & CEO of Angelica Corporation, stated: “The board
members of Angelica have proud and proven records of distinguished service and
protecting shareholder rights. It is truly unfortunate that one shareholder,
Steel Partners, has resorted to questioning the Board’s integrity as part of its
fairly transparent attempt to impose its personal interests at the expense of
other shareholders. Clearly, Steel Partners is seeking to gain control of the
Company’s Board, as it has done elsewhere with at best mixed results, but
Angelica will maintain its responsibility to serve the interests of all
shareholders.”
Mr. O’Hara continued, “Given its track record, it is not surprising that
Steel Partners would attempt to cloak its self-interest under the guise of
“corporate governance,” however, in this instance it simply does not hold up.
Angelica’s leadership has demonstrated – both in the present and prior
situations – that it will take whatever steps are necessary to return
shareholder value regardless of the ramifications those actions may have on them
personally. The Company has embarked on a strategy of selling peripheral
businesses, downsizing its corporate overhead, and seeking to build a strategic
healthcare services asset in a focused effort to maximize shareholder value.
This strategy was publicly endorsed by Mr. Lichtenstein of Steel Partners just
over one year ago.”
Mr. O’Hara concluded, “Although we regret spending any time on issues that
don’t advance our business goals, we want to assure all shareholders that we
will not lose focus on the new strategy we have implemented for the Company and
our efforts to enhance shareholder value.”
On December 16, Angelica established an independent Special Committee of the
Board of Directors to review the letter it received form Steel Partners as part
of the firm’s filing of a Form 13D expressing its interest in becoming more
actively involved in the operations of the company. The Special Committee
engaged in extensive discussions with Steel Partners and unanimously agreed to
establish two additional seats on the Board of Directors for representatives of
Steel Partners. This offer was rejected by Steel Partners.
Instead, Steel Partners has continued to demand the Company make various
changes to its corporate governance policies that provide protections for all
shareholders. It is noteworthy that the Institutional Shareholder Services
(ISS) Corporate Governance Quotient® for Angelica, as of January 1, 2006, ranks
the Company higher than 74.4% of S&P 600 companies and 86.7% of Commercial
Services & Supplies companies.
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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