Business
The Caldwell Partners International Board of Directors Confirms Receipt of Letter from DHR International
TORONTO , July 16, 2015 /CNW/ - Retained executive search firm The Caldwell Partners Inte...
About this update from Caldwell Partners International Inc.
[{"type":"text","content":"\n\nTORONTO, July 16, 2015 /CNW/ - Retained executive search firm The Caldwell Partners International Inc. (TSX: CWL) today announced that its Board Chairman received the following letter from DHR International. The Company believes the letter contains a number of inaccuracies and will respond in due course. \n\nJuly 16, 2015\n\nDear Mr. King:\n\nWe are in receipt of your letter of July 14, 2015 in which you indicate that the Board of Directors of The Caldwell Partners International, Inc. (\"Caldwell Partners\") and its Special Committee (collectively, the \"Caldwell Board\") has determined not to pursue further discussions with DHR International, Inc. (\"DHR\") regarding a negotiated transaction. Your letter also indicates that the Caldwell Board has determined that pursuing discussions with DHR is not \"in the best interest of the firm, its shareholders, partners, employees and clients\" and that any further meeting between DHR and the Caldwell Board would have a destabilizing effect on the partners. The Caldwell Board's determination is unsupported, unacceptable for a publicly traded company and violates the board members' fiduciary duties to its shareholders.\n\nWe note that, although we expressed at various points our willingness to acquire Caldwell Partners at a meaningful premium to the trading price of its common shares, at no point during any of our prior contacts did you, Mr. Wallace or other representative of Caldwell Partners ask for more specific information regarding the price at which DHR was interested in pursuing a transaction. We find it untenable that the Caldwell Board's determination to foreclose any opportunity for the shareholders to realize a premium on their shares be based on a stated justification that is ignorant of any consideration of the size of the premium that DHR is willing to pay.\n\nWhat we find even more troubling and unacceptable, however, is the purported justification given for the Caldwell Board's decision. You state in your letter that the Caldwell Board gave thorough consideration of DHR's letter of July 1st, my July 7th phone call with you, the assistance of your advisors and the \"input of your partners.\" Based on your letter, that \"input\" of the partners consisted of \"significant concern\" expressed by the partners when informed of DHR's interest in a business combination, and th...