FOR
IMMEDIATE RELEASE
CONTACT:
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Media
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Investor Relations
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Karen
Pineman
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Carl
Hymans
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G.S.
Schwartz & Co.
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G.S.
Schwartz & Co.
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212.725.4500
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212.725.4500
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kpineman@schwartz.com
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carlh@schwartz.com
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QUIGLEY
CORPORATION RECEIVES SUPPORT FROM LEADING INDEPENDENT PROXY ADVISORY
FIRMS
RiskMetrics
and Glass Lewis Reject Dissident Stockholder Ted Karkus, Citing Failure to
Provide Detailed Business Plan
Doylestown,
PA (May 12, 2009) The Quigley Corporation (NASDAQ: QGLY) www.quigleyco.com,
today announced that the world’s leading independent proxy advisory firms
RiskMetrics Group (“RMG”), (formerly ISS-Institutional Shareholder Services),
and Glass Lewis & Co. have recommended that stockholders vote the Quigley
Corporation WHITE proxy card and reject dissident investor Ted Karkus’
solicitation seeking control of the Board of Directors at the Company’s upcoming
annual meeting to be held on May 20, 2009. Both governance advisory services
noted that Mr. Karkus has not provided a detailed plan to manage the
Company.
In its
report, issued on May 10, 2009, Glass Lewis states that the Dissident has failed
to justify the removal of the incumbent Directors and the election of its
nominees. With that, Glass Lewis also notes that just one of the
dissident nominees has relevant pharmaceutical industry exposure and public
company board experience. It is Glass Lewis’ opinion that the
incumbent Board and management have an effective plan in place and note the
long-term performance of the Company’s Pharma business. Accordingly,
Glass Lewis indicated that the election of the Dissident nominees is not
warranted at this time and recommends that shareholders vote FOR all the Quigley
Corporation incumbent nominees.
In its
report, dated May 10, 2009, RMG stated that it believes that Mr. Karkus’ plan is
“very general and lacks specifics,” thereby making it difficult for shareholders
to know what they would do differently. RMG noted that it
requires from the dissidents a well-reasoned and detailed business plan
(including the dissidents' strategic initiatives), a transition plan that
describes how the change in control of the company will be effected, and if
applicable, the identification of a qualified and credible new management
team. As RMG notes the dissident have not met these requirements and
accordingly RMG cannot recommend support for the dissident
nominees.
Glass
Lewis has given its full support for the reelection of the Board of Directors of
The Quigley Corporation. RMG supports a partial slate of the
Company’s Directors, recommending that stockholders vote the WHITE proxy card
and withhold from three of seven incumbent nominees only, to preclude the
dissidents from gaining a majority board recommendation.
Guy
Quigley, CEO and Chairman, stated, “We are pleased that the two leading
independent proxy advisory firms have each recommended that stockholders vote
the White proxy card and reject the dissidents' control-seeking solicitation.
However, The Quigley Corporation respectfully disagrees with the RMG
recommendation and continues to believe re-election of its full slate of
Directors is in the best interest of all stockholders. We urge
all stockholders to return the WHITE proxy card today.”
About The Quigley
Corporation
The
Quigley Corporation (NASDAQ: QGLY, http://www.Quigleyco.com)
is a diversified natural health medical science company. Its
Cold Remedy segment is a leading marketer and manufacturer of the COLD-EEZE®
family of lozenges, gums and sugar free tablets clinically proven to cut the
common cold nearly in half. COLD-EEZE customers include leading
national wholesalers and distributors, as well as independent and chain food,
drug and mass merchandise stores and pharmacies. The Quigley
Corporation has several wholly owned subsidiaries; Quigley Manufacturing Inc.,
which consists of two FDA approved facilities to manufacture COLD-EEZE® lozenges
as well as fulfill other contract manufacturing opportunities, and Quigley
Pharma Inc. (http://www.QuigleyPharma.com)
which conducts research in order to develop and commercialize a pipeline of
patented botanical and naturally derived potential prescription
drugs.
Forward-Looking
Statements
Certain statements in this press
release are "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and involve known and unknown risk,
uncertainties and other factors that may cause the Company's actual performance
or achievements to be materially different from the results, performance or
achievements expressed or implied by the forward-looking statement. Factors that
impact such forward-looking statements include, among others, changes in
worldwide general economic conditions, changes in interest rates, government
regulations, and worldwide competition.
Important
Additional Information
The
Quigley Corporation (“Quigley” or the “Company”) filed a definitive proxy
statement with the Securities and Exchange Commission (the “SEC”) on April 2,
2009 in connection with the 2009 Annual Meeting of Stockholders and began the
process of mailing the definitive proxy statement and a WHITE proxy card to
stockholders. The Company’s stockholders are strongly advised to read Quigley’s
proxy statement as it contains important information. Stockholders may obtain an
additional copy of Quigley’s definitive proxy statement and any other documents
filed by the Company with the SEC for free at the SEC’s website at http://www.sec.gov.
Copies of the definitive proxy statement are available for free at http://www.amstock.com/ProxyServices/ViewMaterial.asp?CoNumber=07814. In addition, copies of the
Company’s proxy materials may be requested at no charge by contacting MacKenzie
Partners, Inc. at 1-800-322-2885 or via email at quigley@mackenziepartners.com.
Detailed information regarding the names, affiliations and interests of
individuals who are participants in the solicitation of proxies of Quigley’s
stockholders is available in Quigley’s definitive proxy statement filed with SEC
on April 2, 2009.