Eastern Company (the) · NASDAQ:EML

Eastern Company (the) — Proxy Contest (May 2015)

29 slides from Eastern Company (the)'s proxy contest presentation, May 1, 2015

  1. Slide 1: 2015 Annual Meeting of Shareholders

    2015 Annual Meeting of Shareholders May 1, 2015

  2. Slide 2: Important Additional Information

    Important Additional InformationThe Eastern Company (the “Company”), its directors and certain of its executive officers may be deemed to be participants in the solicitation of proxies from the Company’s shareholders in connection with the Company’s 2015 Annual Meeting of Shareholders. Information r

  3. Slide 3: Agenda

    Agenda Company Overview and 2014 HighlightsValue Creation and Growth Plan Proxy Contest Conclusion – Eastern Nominees: The Better Choice 3

  4. Slide 4: The Eastern Company: Who We Are

    The Eastern Company: Who We Are Nearly 160-year-old manufacturer of industrial hardware, security products and metal castings Publicly traded for more than 75 years; NASDAQ: EML Diversified product offering aligns with changing requirements of broad array of markets served Long-standing relationship

  5. Slide 5: Business and Operations Overview

    Business and Operations Overview 5 Annual sales of approximately $140 million in 2014 Operates in three business segments:Industrial Hardware Security Products Metal Products Six U.S. operations, seven foreign subsidiaries and 13 facilities in the U.S., Canada, Mexico, Taiwan and China Approximately

  6. Slide 6: Industrial Hardware

    Industrial Hardware Leading manufacturer of vehicular and industrial hardware for trucks, trailers, rescue equipment, utility and van bodies, farm vehicles, construction equipment, as well as toolboxes, electrical panels, electronic enclosures and related products 6

  7. Slide 7: Industrial Hardware

    Industrial Hardware Class 8 truck market is currently at its peak, which is expected to continue for the next 3-5 yearsNew facility in North Carolina expands ability to offer lightweight panels for newly designed Class 8 trucks Customers serve the truck, bus and automotive industries as well as indu

  8. Slide 8: Security Products

    Security Products Leading manufacturer of standard and custom-engineered locking devices, both keyed and keyless, for the computer, electronics, vending and vehicular markets 8

  9. Slide 9: Security Products

    Security Products Greenwald is a major supplier of coin and smart card vending solutions found primarily in the commercial laundry market. The Company’s products are an integrated part of securing currency in these vending solutions.FlashCash® product offers a cashless solution in markets not previo

  10. Slide 10: Metal Products

    Metal Products Leading producer of rock anchors in North America, and castings for the industrial hardware, pipefitting, construction and railroad industries 10

  11. Slide 11: Metal Products

    Metal Products Only producer in the Western Hemisphere to combine design, engineering and the manufacturing of rock anchors Key component for underground mine roof support in coal and metallurgical mines Used in tunneling, securing cross-country transmission towers and hydro construction Proprietary

  12. Slide 12: Value Creation and Growth Plan

    Value Creation and Growth Plan 12

  13. Slide 13: Maximizing Profit and Cash Flows Through a Variety of Industry Cycles

    Maximizing Profit and Cash Flows Through a Variety of Industry Cycles 1997-2007: Strong and steady growth Successfully integrated nine acquisitions by effectively managing challenges of combining new entities and streamlining costs, operations and cultures Established new operations in China Grew sa

  14. Slide 14: Eastern's Success in M&A

    Eastern’s Success in M&A By effectively managing the challenges and costs inherent in acquisitions, the Company’s M&A activity has opened new markets and positively impacted earnings Company / Target Year Strategic Rationale & Focus 2014 Addition to Security Products Group; increased sales by approx

  15. Slide 15: Value Creation and Growth Plan

    Value Creation and Growth Plan Enhance value for our shareholders through organic growth, value-creating acquisitions and dividend consistencyContinue to strengthen our position for long-term growthPursue growth opportunities in areas such as lightweight composite panels, vehicular hardware, and saf

  16. Slide 16: Proxy Contest

    Proxy Contest I THE EASTERN COMPANY 16

  17. Slide 17: History with Barington

    History with Barington Date Event July 30, 2014 Mr. James A. Mitarotonda, Chairman of the Board, President and Chief Executive Officer of Barington sent a letter to the Company proposing a vague offer to provide strategic planning, acquisition and integration “services” to the Company in exchange fo

  18. Slide 18: History with Barington

    History with Barington Date Event March 2, 2015 Barington filed with the SEC a preliminary proxy statement which nominated Mr. Mitarotonda and Mr. McManus as candidates for election at the 2015 Annual Meeting, thus instigating a proxy contest for the 2015 Annual Meeting. That same morning, Company r

  19. Slide 19: Barington Nominees: Not Right for Shareholders

    Barington Nominees: Not Right for Shareholders Mr. Mitarotonda: We believe he has short-term, self-interested motivations that are not in the best interests of all of the Company’s shareholdersOver-extended and will not have the time to focus on the additional responsibilities of serving the interes

  20. Slide 20: Barington: No New Ideas

    Barington: No New Ideas Barington has not presented any new ideas for the Company In 2014, Barington proposed a vague offer to assist the Company in strategic planning, acquisition and integration “services” in exchange for approximately $1 million in restricted stock of the Company, among other thi

  21. Slide 21: Barington's Revenue Comparisons Tell Only Part of the Story

    Barington’s Revenue Comparisons Tell Only Part of the Story Eastern has focused on long-term profitable growth rather than revenue growth for its own sake, and its growth in diluted earnings per share over the past three years is above the mean, median and all but two of the companies Barington cite

  22. Slide 22: Eastern Nominees: The Better Choice

    Eastern Nominees: The Better Choice 22

  23. Slide 23: Our Nominees

    Our Nominees With four returning directors and our new director nominee Samantha Allison – we have a highly qualified Board with experience relevant to our business and a strong commitment to acting in the best interests of all of our shareholders Our nominees are highly experienced, independent, co

  24. Slide 24: Board Nominee – Samantha Allison

    Board Nominee – Samantha AllisonUp for Election at the 2015 Annual Meeting Nominated for the seat currently held by Donald S. Tuttle III, who is retiring after 27 years of service on the Board Will bring years of experience in the areas of strategic growth and management, Will bring to the Board a s

  25. Slide 25: Board Nominee – David C. Robinson

    Board Nominee – David C. RobinsonUp for Election at the 2015 Annual Meeting Nominated for re-election to the Board Deep understanding of the Company’s business and the challenges that it facesDirector of The Eastern Company since 1990 Member of the Audit, Compensation, Executive, and Nominating and

  26. Slide 26: Eastern Nominees: The Better Choice

    Eastern Nominees: The Better Choice We believe that Eastern’s Board nominees are the best choice for all shareholders, and the Company is on the right track for long-term value creation:Independent and committed Board of experienced and qualified membersSolid performance in 2014 due to close attenti

  27. Slide 27: Conclusion

    Conclusion I THE EASTERN COMPANY a

  28. Slide 28: A Promising Future for Eastern and Its Shareholders

    A Promising Future for Eastern and Its Shareholders On the right path for long-term growthWe have a track record of focusing our efforts on maximizing profit and producing cash flows to adequately fund new product development, efficiency improvements and dividend payoutsWe have retained the services

  29. Slide 29: Thank You

    Thank You Contact:The Eastern CompanyLeonard F. Leganza and John L. Sullivan III112 Bridge StreetP.O. Box 460Naugatuck, CT 06770-0460203-729-2255 29

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