Matthews International Corporation (Nasdaq GSM: MATW)
(“Matthews” or “the Company”) today provided an update on the
ongoing business dispute involving Tesla.
On February 5, 2025, an arbitrator issued a
decision on an arbitration demand filed by Matthews against Tesla
in January 2024. This ruling acknowledged Matthews’ extensive,
pre-Tesla background in manufacturing advanced Dry Battery
Electrode (“DBE”) technology and affirmed that the Company has the
right to sell its solutions to customers other than Tesla. Matthews
intends to immediately resume marketing, selling and delivering its
DBE products to other customers in the growing electric vehicle
market, where battery and automobile equipment manufacturers from
around the world seek to adopt Matthews’ innovative solutions.
“This ruling confirms our rights in this groundbreaking
technology and re-establishes what we have been saying for years –
that we have valuable solutions to support the advancement of dry
battery electrode technology,” said Joseph C. Bartolacci, President
and Chief Executive Officer. “Matthews has been working in the
battery space for over a decade, and we look forward to realizing
the value of our DBE solutions and related intellectual property
and continuing to innovate within the space.”
On November 5, 2024, Matthews was awarded U.S. Patent No.
12,136,727 B2 entitled Systems for Manufacturing a Dry Electrode,
and Matthews expects this foundational work to lead to further
innovations and developments to support the expanding DBE
industry.
Background to the Dispute
After exhausting efforts to negotiate a resolution to a dispute
with its DBE customer Tesla that arose over a year ago, Matthews
was forced to seek a declaratory judgment in a binding arbitration
regarding Matthews’ rights to continue selling its innovative DBE
solutions to others. While this arbitration was ongoing, Tesla
initiated duplicative litigation in federal court, vaguely alleging
that Matthews had stolen Tesla’s trade secrets, notwithstanding its
agreement to arbitrate all such disputes.
Given Tesla’s decision to file a public action against Matthews
in June of 2024 and in light of the importance of the arbitrator’s
ruling, Matthews is compelled to update the market on this
matter.
About Matthews International Corporation
Matthews International Corporation is a global provider of
industrial technologies, memorialization products and brand
solutions. The Industrial Technologies segment includes the design,
manufacturing, service and distribution of high-tech custom energy
storage solutions; product identification and warehouse automation
technologies and solutions, including order fulfillment systems for
identifying, tracking, picking and conveying consumer and
industrial products; and coating and converting lines for the
packaging, pharma, foil, décor and tissue industries. The
Memorialization segment is a leading provider of memorialization
products, including memorials, caskets, cremation-related products,
and cremation and incineration equipment, primarily to cemetery and
funeral home customers that help families move from grief to
remembrance. The SGK Brand Solutions segment is a leading provider
of packaging solutions and brand experiences, helping companies
simplify their marketing, amplify their brands and provide value.
The Company has approximately 12,000 employees in more than 30
countries on six continents that are committed to delivering the
highest quality products and services.
Forward-Looking StatementsAny forward-looking
statements contained in this release are included pursuant to the
“safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements include, but
are not limited to, statements regarding the expectations, hopes,
beliefs, intentions or strategies of the Company regarding the
future, including statements regarding the anticipated timing and
benefits of the proposed joint venture transaction, and may be
identified by the use of words such as “expects,” “believes,”
“intends,” “projects,” “anticipates,” “estimates,” “plans,”
“seeks,” “forecasts,” “predicts,” “objective,” “targets,”
“potential,” “outlook,” “may,” “will,” “could” or the negative of
these terms, other comparable terminology and variations thereof.
Such forward-looking statements involve known and unknown risks and
uncertainties that may cause the Company’s actual results in future
periods to be materially different from management’s expectations,
and no assurance can be given that such expectations will prove
correct. Factors that could cause the Company’s results to differ
materially from the results discussed in such forward-looking
statements principally include the possibility that the terms of
the final award to be issued by the Arbitrator in the Tesla dispute
may differ from the terms of the interim award issued by the
Arbitrator and may be challenged, our ability to satisfy the
conditions precedent to the consummation of the proposed joint
venture transaction on the expected timeline or at all, our ability
to achieve the anticipated benefits of the proposed joint venture
transaction, uncertainties regarding future actions that may be
taken by Barington in furtherance of its intention to nominate
director candidates for election at the Company’s 2025 Annual
Meeting, potential operational disruption caused by Barington’s
actions that may make it more difficult to maintain relationships
with customers, employees or partners, changes in domestic or
international economic conditions, changes in foreign currency
exchange rates, changes in interest rates, changes in the cost of
materials used in the manufacture of the Company’s products, any
impairment of goodwill or intangible assets, environmental
liability and limitations on the Company’s operations due to
environmental laws and regulations, disruptions to certain
services, such as telecommunications, network server maintenance,
cloud computing or transaction processing services, provided to the
Company by third-parties, changes in mortality and cremation rates,
changes in product demand or pricing as a result of consolidation
in the industries in which the Company operates, or other factors
such as supply chain disruptions, labor shortages or labor cost
increases, changes in product demand or pricing as a result of
domestic or international competitive pressures, ability to achieve
cost-reduction objectives, unknown risks in connection with the
Company’s acquisitions and divestitures, cybersecurity concerns and
costs arising with management of cybersecurity threats,
effectiveness of the Company’s internal controls, compliance with
domestic and foreign laws and regulations, technological factors
beyond the Company’s control, impact of pandemics or similar
outbreaks, or other disruptions to our industries, customers, or
supply chains, the impact of global conflicts, such as the current
war between Russia and Ukraine, the Company’s plans and
expectations with respect to its exploration, and contemplated
execution, of various strategies with respect to its portfolio of
businesses, the Company’s plans and expectations with respect to
its Board, and other factors described in the Company’s Annual
Report on Form 10-K and other periodic filings with the U.S.
Securities and Exchange Commission.
Additional InformationIn connection with the
Company’s 2025 Annual Meeting, the Company has filed with the U.S.
Securities and Exchange Commission (“SEC”) and commenced mailing to
the shareholders of record entitled to vote at the 2025 Annual
Meeting a definitive proxy statement and other documents, including
a WHITE proxy card. SHAREHOLDERS ARE ENCOURAGED TO READ THE
DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS
THERETO) FILED BY THE COMPANY AND ALL OTHER RELEVANT DOCUMENTS WHEN
FILED WITH THE SEC AND WHEN THEY BECOME AVAILABLE BECAUSE THOSE
DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Investors and other
interested parties will be able to obtain the documents free of
charge at the SEC’s website, www.sec.gov, or from the Company at
its website: http://www.matw.com/investors/sec-filings. You may
also obtain copies of the Company’s definitive proxy statement and
other documents, free of charge, by contacting the Company’s
Investor Relations Department at Matthews International
Corporation, Two NorthShore Center, Pittsburgh, Pennsylvania
15212-5851, Attention: Investor Relations, telephone (412)
442-8200.
Participants in the SolicitationThe
participants in the solicitation of proxies in connection with the
2025 Annual Meeting are the Company, Alvaro Garcia-Tunon, Gregory
S. Babe, Joseph C. Bartolacci, Katherine E. Dietze, Terry L.
Dunlap, Lillian D. Etzkorn, Morgan K. O’Brien, J. Michael Nauman,
Aleta W. Richards, David A. Schawk, Jerry R. Whitaker, Francis S.
Wlodarczyk, Steven F. Nicola and Brian D. Walters. Certain
information about the compensation of the Company’s named executive
officers and non-employee directors and the participants’ holdings
of the Company’s Common Stock is set forth in the sections entitled
“Compensation of Directors” (on page 36 and available here),
“Stock Ownership of Certain Beneficial Owners and Management” (on
page 64 and available here), “Executive Compensation and
Retirement Benefits” (on page 66 and available here), and
“Appendix A” (on page A-1 and available here), respectively,
in the Company’s definitive proxy statement, dated January 7, 2025,
for its 2025 Annual Meeting as filed with the SEC on Schedule 14A,
available here. Additional information regarding the interests
of these participants in the solicitation of proxies in respect of
the 2025 Annual Meeting and other relevant materials will be filed
with the SEC when they become available. These documents are or
will be available free of charge at the SEC’s website
at www.sec.gov.
Matthews International CorporationCorporate
OfficeTwo NorthShore CenterPittsburgh, PA 15212-5851Phone: (412)
442-8200
ContactsMatthews International
Co.Steven F. NicolaChief Financial Officer and
Secretary(412) 442-8262
Collected StrategiesDan Moore / Scott Bisang /
Clayton ErwinMATW-CS@Collectedstrategies.com
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