Wausau Paper’s (NYSE:WPP) have announced that it has reached an agreement with Starboard Value LP and its affiliates regarding the composition of the Company’s Board of Directors. Under the terms of the agreement, Wausau has agreed to appoint Gavin Molinelli, a Partner at Starboard, to Wausau’s Board of Directors. Mr. Molinelli has been serving as an observer to the Wausau Board since April 22, 2014. Mr. Molinelli will be included on the Company’s slate of Board nominees in the Company’s 2014 proxy statement and submitted for stockholder approval at the Company’s 2014 Annual Meeting.
“Wausau Paper continues to be well-positioned to capitalize on the investments that we have made in the tissue business, and we look forward to continuing to work productively with Gavin as he formally joins our Board of Directors.”
In connection with the nominations, Starboard, which beneficially owns approximately 15.1% of the outstanding shares of Wausau’s common stock, has agreed to vote all of its shares in favor of each of the Board’s nominees at the 2014 Annual Meeting.
“We are pleased to have reached this agreement with Starboard,” said Michael C. Burandt, Chairman and Chief Executive Officer of Wausau Paper. “Wausau Paper continues to be well-positioned to capitalize on the investments that we have made in the tissue business, and we look forward to continuing to work productively with Gavin as he formally joins our Board of Directors.”
Mr. Molinelli stated, “We are pleased to have again worked constructively with management and the Board of Wausau. Wausau has a fantastic combination of brands, employees, assets and distributors, and I look forward to working diligently and constructively with my fellow Board members to substantially improve profitability and create shareholder value at Wausau.”
The complete agreement between Wausau Paper and Starboard will be included as an exhibit to the Company’s Current Report on Form 8-K which will be filed with the Securities and Exchange Commission (“SEC”). Further details regarding the 2014 Annual Meeting will be included in the Company’s definitive proxy materials, which will be filed with the SEC.