Arrow International, Inc. Names Philip B. Fleck Interim Chief Executive Officer
01 June 2007 - 3:45AM
PR Newswire (US)
Expects FY 2007 Sales and EPS to Come In Near the Low End of
Previously Announced Range READING, Pa., May 31
/PRNewswire-FirstCall/ -- Arrow International, Inc. (NASDAQ:ARRO)
announced today that effective immediately, its Board of Directors
has appointed Philip B. Fleck, 63, to serve as interim President
and Chief Executive Officer during the Special Committee's
evaluation of strategic alternatives. Mr. Fleck served as the
President and Chief Operating Officer of Arrow from 1999 until his
retirement in January of 2005. The Company also announced that the
Board elected R. James Macaleer non-executive Chairman of the Board
of Directors. "The entire Board is pleased to name Phil Fleck as
interim President and Chief Executive Officer of Arrow during this
important time. Phil, who has 30 years of experience with Arrow,
knows the company, its employees and customers well, and he has the
full faith and trust of the Board. Phil will serve in this capacity
until a permanent CEO is appointed or until his services are no
longer required due to any strategic alternative which may be
approved by the Special Committee, the Board and Arrow's
shareholders," said Mr. Macaleer. The appointments followed the
Board's decision to terminate Carl G. Anderson, Jr. as Chairman and
Chief Executive Officer. The Board said that it had lost confidence
in Mr. Anderson's ability to lead the company. Mr. Anderson was
appointed Chief Executive Officer almost four years ago. Since
then, the Company has pursued Mr. Anderson's strategic and
operational plans. During this period the Company has repeatedly
failed to meet the sales and earnings targets provided to the
investment community as well as projections Mr. Anderson has
provided to the Board. The Company also announced that it currently
expects FY 2007 sales and earnings per share to come in near the
low end of targets provided in the Company's second quarter press
release of March 27, 2007. The Company also has received a notice
from the McNeil Trust of its intent to nominate five persons for
election as directors at the 2007 Annual Meeting, in addition to
the three persons it has already indicated it would nominate. If
elected, this slate of the McNeil Trust's eight nominees would
effect a complete takeover of the Company without the McNeil Trust
purchasing any additional shares of Company stock or paying any
premium to all other shareholders for this control. The McNeil
Trust seeks to elect 100% of the directors of the Company despite
the fact that it only owns 10% of the outstanding shares. While
this notice did not comply with the Company's advance notice
provisions in its Articles of Incorporation and By-Laws, the
Company has written a letter to the McNeil Trust informing the
Trust that, in order to provide full and complete options to the
Company's shareholders, the Company does not intend to prevent the
McNeil Trust from nominating those persons on these grounds. In
addition, the Company announced that the Board has designated
August 31, 2007 as the designated date for its 2007 Annual Meeting,
at which time shareholders will have the opportunity to vote on the
Company's slate of directors, the McNeil Trust's slate of
directors, as well as any strategic alternatives approved by the
Special Committee and the Board. With respect to the 2007 Annual
Meeting, Mr. Macaleer added, "The Board has consistently said it
will do what it believes is in the best interests of all Arrow
shareholders. Holding the Annual Meeting after the Special
Committee has completed its work is the best way to ensure that
shareholders have an opportunity to have a full and fair vote on
the widest set of options." About Arrow Arrow International, Inc.
develops, manufactures and markets a broad range of clinically
advanced, disposable catheters and related products for critical
and cardiac care. The Company's products are used primarily by
anesthesiologists, critical care specialists, surgeons, emergency
and trauma physicians, cardiologists, interventional radiologists
and other healthcare providers. Arrow International's news releases
and other company information can be found on the World Wide Web at
http://www.arrowintl.com/. The Company's common stock trades on the
NASDAQ Global Select Market(TM) under the symbol ARRO. Safe Harbor
Statement All statements regarding the Company's expected plans are
forward-looking statements and include statements related to the
engagement of a financial advisor and the Company's decision to
explore strategic alternatives, including the possible sale of the
Company. The words "anticipates," "will," "expect," "intends," and
words of similar meaning identify forward-looking statements.
Forward-looking statements also include representations and
warranties of the Company's expectations or beliefs concerning
future events that involve risks and uncertainties, including, but
not limited to, the Company's ability to successfully implement a
strategic alternative, the decision by the Company to explore one
or more strategic alternatives, whether the strategic alternatives
could result in increasing shareholder value, whether the
engagement of Lazard will result in a strategic alternative pursued
or effected by the Company, the Company's ability to achieve its
estimated or expected sales or earnings per share targets and other
risks detailed in the Company's periodic report filings with the
Securities and Exchange Commission. A further description of these
risks and uncertainties and other important factors that could
cause actual results to differ materially from the Company's
expectations can be found in the Company Annual Report on Form
10-K, as amended, and in the Company's other filings with the
Securities and Exchange Commission. The expectations and
assumptions reflected in such forward-looking statements may prove
incorrect. The Company does not undertake to publicly update or
revise its forward-looking statements as a result of new
information, future events or otherwise. Contact: Kimberly
Kriger/Jim Fingeroth Kekst and Company (212) 521-4800 DATASOURCE:
Arrow International, Inc. CONTACT: Kimberly Kriger or Jim
Fingeroth, both of Kekst and Company, +1-212-521-4800, for Arrow
International, Inc.
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