Glass Lewis & PROXY reject Sherborne's Bid for Nautilus Board Control

08 Dec '07

3 min read

Nautilus Inc announced that the nation's three leading independent voting advisory services, ISS Governance Services, Glass Lewis & Co, and PROXY Governance INC, have all issued recommendations to their clients, reflecting the view that Sherborne's bid for control of Nautilus' Board is not in the interest of all shareholders.

Specifically, each advisory service has rejected Sherborne's proposal to remove four directors and replace them with four Sherborne nominees. The governance firms' clients include institutional investors, mutual funds, pension funds and other fiduciaries.

"We are gratified that these independent advisors clearly understand the risk to shareholder value should Sherborne's nominees take control of the Board at the December 18th Special Meeting," CEO Bob Falcone stated. "We largely agree with the conclusions of these independent firms."

These include:
- Nautilus' strategic diversification approach offers superior opportunities for growth and profitability.
- Nautilus, unlike Sherborne, has a detailed plan.
- Sherborne's nominees lack fitness and fitness equipment industry experience.
- The Company's newly appointed CEO and managers should be given the chance to lead the strategy.
- Sherborne should not be given control of the Nautilus board.

In its December 4th analysis, PROXY Governance INC stated:
"... [We] believe that the company has implemented or is in the process of implementing a substantial part of the dissident's turnaround plan.

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