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Business Wire 15-Jan-2019 9:31 AM
Highlights Ashland's Clear, Urgent Operational and Corporate Governance Problems
Demonstrates the Current Board's Lack of Independence and Accountability to Stockholders, Efforts to Obfuscate the Facts, and Failure to Adequately Oversee Ashland's Management
Ashland Deserves a Board that is Aligned with Stockholders, Yet the Current Board's Actions Reveal a Consistent Pattern of Poor Corporate Governance
Steps Taken by Ashland Continue to Disenfranchise Stockholders – All Stockholders Should Have the Right to Elect Their Board Representatives
Vote Now on the WHITE Proxy Card to Elect Cruiser's Nominees – Industry Veterans Dr. Bill Joyce, Allen Spizzo, Carol Eicher and Pat Gottschalk – to the Board
Cruiser Capital Advisors, LLC ("Cruiser"), the beneficial owner of approximately 2.5% of the shares of Ashland Global Holdings Inc. ("Ashland" or "the Company") (NYSE:ASH) today issued a detailed presentation outlining the persistent operational, underperformance, and corporate governance issues plaguing the Company and demonstrating why stockholders should elect Cruiser's four highly-qualified nominees to the Board of Directors ("Board") at the Company's 2019 Annual Meeting of Stockholders ("Annual Meeting").
The presentation is available at www.ElevateAshland.com.
Keith M. Rosenbloom, Founder and Managing Member of Cruiser, stated, "We believe that good governance helps to define corporate culture and directly impacts superior operating performance. Ashland has gone to great lengths to not constructively engage with the Shareholder Nominees. Their sequence of transparent entrenchment tactics has clearly revealed a culture of poor corporate governance and the Board's seeming lack of respect for shareholder rights."
Key highlights from the presentation include:
Rosenbloom continued: "As Ashland shareholders, we have been continually disappointed by the Company's failure to address its persistent underperformance driven by operational and governance issues. Shockingly, for over six months the Company refused to even speak with the highly-regarded industry experts that we offered to make available – including Dr. Bill Joyce and Allen Spizzo – who are both noted executives with extensive experience. Ashland's actions in the face of our attempted engagement can only lead to one conclusion – the Board is plagued by a deep-seated culture of entrenchment. Ashland needs truly independent voices – elected by all stockholders – in the boardroom. We believe that our four nominees are the right individuals to deliver real change at Ashland and unlock the value that we believe exists there. We strongly urge the Company's stockholders to make their voices heard at the upcoming Annual Meeting."
Cruiser urges its fellow stockholders to vote on the WHITE proxy card for the election of its four highly-qualified nominees – Dr. Bill Joyce, Allen Spizzo, Carol Eicher, and Pat Gottschalk – at Ashland's upcoming Annual Meeting on Friday, February 8, 2019.
About Cruiser Capital Advisors
Cruiser Capital Advisors, LLC is an investment management firm that concentrates its investments in companies it believes trade at public market values substantially different from intrinsic value. Cruiser often utilizes a constructivist approach to collaborate with management teams to help drive stockholder value. Cruiser may be contacted at Info@Cruisercap.com.
Publicly Available Information
The financial and performance information provided in the press release and letter is based on publicly available data and information reported by Ashland. Cruiser does not warrant the data and information reported by Ashland. Cruiser cannot and does not guarantee the accuracy, validity, timeliness or completeness of any data or information or data reported by Ashland. None of the information contained in the press release and letter constitutes a recommendation, solicitation or offer to buy or sell any securities of Ashland.
Important Information
On January 7, 2019, Cruiser Capital Master Fund LP filed with the Securities and Exchange Commission (the "SEC") a definitive proxy statement on Schedule 14A (the "proxy statement") and WHITE proxy card in connection with the 2019 Annual Meeting of Stockholders of Ashland Global Holdings Inc. (the "Company"). Cruiser Capital Master Fund LP has nominated four individuals as nominees to the Company's board of directors and is soliciting votes for the election of those individuals as members of the Company's board of directors. The individuals that have been nominated are Allen A. Spizzo, William H. Joyce, Patrick E. Gottschalk and Carol S. Eicher (the "Nominees"). Stockholders are urged to read the definitive proxy statement and WHITE proxy card because they contain important information about the Nominees, the Company and related matters. Stockholders may obtain a free copy of the definitive proxy statement and WHITE proxy card and other documents filed with the SEC by Cruiser Capital Master Fund LP and its affiliates (the "Cruiser Capital Parties") at the SEC's web site at www.sec.gov. The definitive proxy statement and other related SEC documents filed with the SEC by the Cruiser Capital Parties may also be obtained free of charge from the Cruiser Capital Parties, upon request.
Participants in Solicitation
The following persons may be deemed to be participants in the planned solicitation from the Company's stockholders of proxies in favor of the Nominees (the "Participants"): Cruiser Capital Advisors, LLC, Keith M. Rosenbloom, Cruiser Capital Master Fund LP, Metamorphosis IV LLC, Allen A. Spizzo, William H. Joyce, Patrick E. Gottschalk and Carol S. Eicher. The Participants may have interests in the solicitation, including as a result of holding shares of the Company's common stock. Information regarding the Participants and their interests may be found in the proxy statement, as filed with the SEC on January 7, 2019 and incorporated herein by reference.
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