Forum Report: Fair Investor Access
Invited Observation of Glass Lewis "Proxy Talk"
for Timken Company Response to Activist Proposal
As indicated in last week's report of
its invitation to Forum participants,
Glass Lewis & Co. will welcome your observation of its client “Proxy Talk”
discussion with representatives of
The Timken Company
views of the
proposal to break the company into two separate entities. The agenda
below, and you can register by following this link:
An archived copy of the April 9, 2013 Glass Lewis "Proxy Talk" conducted
with the activist proponents has been
embedded above the earlier Forum Report for your observation.
Your comments on this example of investor access to decision-making
information, generally and in relation to the issues being addressed in
“golden goose” analysis of activist
proposals, will be appreciated.
GL – April 11, 2013
Chairman, The Shareholder Forum
Madison Avenue, New York, New York 10022
Timken to Discuss CalSTRS and Relational Investors
Call to Break Up Company
Please join us
Monday, April 15, 2013 at 2 PM EST
for a Glass Lewis Proxy Talk conference call
with Timken Company directors and executives to
discuss a shareholder proposal requesting the
company split the steel and bearings businesses into
separate public companies. Timken directors and
executives will discuss why they believe the
proposal to split the company would derail Timken’s
strategy and deprive shareholders of the opportunity
for long-term value.
CalSTRS and Relational Investors, which together own
7.28% of Timken, believe the company should develop
a clear path to remove the share price discount by
separating the steel business to allow the market to
independently value Timken’s bearings and steel
businesses. They believe that shareholder value
could be unlocked though the separate public trading
of Timken’s steel and bearings businesses and feel
that Timken’s conglomerate structure causes the
company’s stock to trade at a significant discount.
The Timken annual meeting is May 7, 2013.
Ward J. Timken, Jr., Chairman Of the Board, Timken
Joseph W. Ralston, Lead Independent Director,
James W. Griffith, President & CEO, Timken Company
Glenn A. Eisenberg, Executive Vice President,
Finance & Administration, Timken Company
William R. Burkhart, Senior Vice President &
General Counsel, Timken Company
Moderator: Robert McCormick, Chief Policy Officer,
Glass, Lewis & Co.
Institutional investor clients of Glass Lewis can
send questions before the call via email to
firstname.lastname@example.org. During the
Proxy Talk, clients may submit questions via
the webinar interface.
DETAILS AND REGISTRATION:
Register for the Proxy Talk on Monday,
April 15, 2013 at 2 PM EST.
After registering, you will receive a confirmation
email containing information about joining the
If using your phone to access the call,
country-specific toll-free numbers are provided for
your convenience. View all numbers by clicking the
"Calling from another country?" link found at the
bottom of your registration confirmation email:
To accommodate those unable to attend, an email
notification will be sent to clients as soon as a
recording of the webinar is available.
This invitation is not transferable.
If you did not receive this email directly from
Glass Lewis but would like to subscribe to Proxy
Talk in order to obtain real-time access to the call
and the ability to direct questions to call
participants, please contact Jaron Schneider at