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| Federal Signal is positioned for growth. Since 2008, Federal Signals Board and management team have taken a series of actions to position the Company for sustainable and profitable growth and to drive stockholder value. Among other things, Federal Signal appointed a new executive management team led by Bill Osborne (president and CEO) and Bill Barker (senior vice president and CFO), strengthened the balance sheet by divesting non-core assets, enhanced liquidity, and initiated a $20 million annual cost reduction program. | ||
| Federal Signal has the right strategic plan to build stockholder value. Federal Signal is executing a two-pronged strategy to deliver growth and enhance earnings and cash flow. This strategy includes: (1) driving growth through the Public Safety Systems Platform and increasing margins and (2) extracting efficiencies from the Companys Environmental Solutions Group, Safety & Security Systems Group and Fire Rescue Group (Bronto). | ||
| Federal Signals Board has a record of strong corporate governance and is committed to serving the best interests of ALL stockholders. Federal Signals Board and all of the Boards Committees are independent. Five new directors, out of nine continuing directors, have joined Federal Signals Board since 2005, including two new independent stockholder-proposed directors who joined in 2008. In addition, Federal Signal has separated its Chairman and CEO since 2004, and has committed to name a new independent Chairman following the 2009 Annual Meeting. |
| Federal Signals director nominees Jim Goodwin, Bill Osborne and Joe Wright are highly-qualified. After carefully considering a number of individuals, including Warren Kanders and his two other nominees, Federal Signals Board unanimously determined that Jim Goodwin, Bill Osborne and Joe Wright would best serve the interests of all Federal Signal stockholders. The Board believes these three individuals are the most qualified candidates as they have the requisite experience and possess a deeper knowledge of the Companys business than the nominees proposed by Warren Kanders. | ||
| Warren Kanders is a rejected CEO candidate who has NO plan and NO ideas to build stockholder value at Federal Signal. Federal Signal believes Warren Kanders wants board seats, in part, to impose his self-serving agenda at the expense of stockholders. In addition, Warren Kanders has a track record of installing directors with long-standing ties to himself and an inconsistent record of stockholder value creation. Paying himself is Warren Kanders #1 priority. | ||
| Warren Kanders nominees are NOT independent of Warren Kanders, and we believe, if elected, would act only to advance Warren Kanders interests, not the interests of all Federal Signal stockholders. Warren Kanders nominees have long-standing relationships with Warren Kanders, no proven record of stockholder value creation, little-to-no operational experience in the markets in which Federal Signal operate, and little-to-no experience serving on boards of public companies that are not-affiliated with Warren Kanders. |
William G. Barker III
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Matthew Sherman / Tim Lynch | |
Senior Vice President & Chief Financial Officer
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Joele Frank, Wilkinson Brimmer Katcher | |
Federal Signal Corporation
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212-355-4449 | |
630-954-2000
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msherman@joelefrank.com / | |
wbarker@federalsignal.com
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tlynch@joelefrank.com |