Shareholder Groups Intend To Vote Against Upgraded Dorel Takeout Offer

Two shareholder groups that own a combined 19 percent of the shares of Dorel Industries, said they plan to vote against an amended offer proposed by Cerberus Capital Management, L.P. and Dorel’s controlling shareholders that would take Dorel private.

On Monday, Cerberus raised its offer to Canadian $16 a share for the shares not held by members of the Schwartz family, including Dorel’s chief executive officer. The firm had earlier offered C$14.50 per share. The increased offer was unanimously approved by Dorel’s board, with members of the Schwartz family recusing themselves. The new offer is more than halfway between the fair market value of $14 to $17 per share set out in a formal evaluation by TD Securities Inc. as of November 12.

In a statement, Letko, Brosseau & Associates Inc., an independent investment manager that exercises investment control or direction over approximately 12.2 percent of the outstanding class B subordinate shares of Dorel, said, “We believe that the revised offer of C$16.00 per share by Cerberus and the Family Shareholders is opportunistic and continues to significantly undervalue the company. We have highlighted the reasons of our opposition in our previous press releases.

“We would also like to bring Dorel shareholders’ attention to the report issued by Glass Lewis, an independent provider of global governance services, which recommends voting AGAINST the initial offer to take the company private.

“We have been long time shareholders of Dorel. To protect the value of our investment, we intend to vote against the proposed going private transaction. We strongly believe in the long-term potential of the company and note that the Family Shareholders share our optimism as they plan to remain shareholders of the company.”

In a separate statement, Brandes Investment Partners, L.P., which on behalf of its investment advisory clients holds approximately 7 percent of the outstanding class B subordinate shares of Dorel, said it “is a long-term investor in Dorel and believes the proposed offer significantly undervalues the company. Brandes continues to believe in the long-term upside potential of Dorel’s shares and notes that the controlling shareholders are not themselves participating in this initial phase of the proposed transaction.”

Dorel Industries operates three businesses: juvenile products, bicycles and home products. Dorel Sports brands include Cannondale, Schwinn, GT, Mongoose, Caloi, and IronHorse.