Not only did Regis Corp shareholders overwhelming select Starboard Value's slate of three directors at the company's recent annual meeting, they also soundly rejected management's "say-on-pay proposal." Regis is the first company in Minnesota where shareholders voted down management's say-on-pay proposal.
According to Equilar, which tracks compensation data, Regis becomes just the 43rd company out of more than 2,982 shareholder votes this year to reject management's compensation proposals. The say-on-pay votes are nonbinding.
At Regis, 72 percent of shareholders voted against the proposal, signalling displeasure with the company's executive compensation system. That was the most decisive vote against a say-on-pay proposal among the 42 other companies who got failing votes this year.
Starboard Value's pitch to shareholders went in depth on the "destruction" of shareholder value, weak financial performance and also excessive executive compensation. In a presentation to shareholders Starboard highlighted that former CEO Paul Finkelstein collected more than $15 million in compensation from 2008 to 2010 while the share price declined 30 percent; his retirement benefits entitle him to a minimum of $800,000 per year for the rest of his life and he is entitled to $2.75 million transition payment upon the appointment of a new CEO.
Say-on-pay votes are advisory but the board of directors -- especially with three new members from Starboard -- will take the decisive vote seriously. Other companies where say-on-pay votes failed include Cincinnati Bell, Hewlett Packard Co., Janus Capital Group Inc., Talbots Inc. and Stanley Black & Decker Inc. The average negative vote at the 42 other companies was about 57 percent. Previously the most decisive vote against a say-on-pay proposal was at Cincinnati Bell, where 70 percent of shareholders voted against the measure.
PROTO LABS IPO ON TRACK
Proto Labs, the quick-turn manufacturer of custom parts for product designers and short-run production, has updated its public stock-offering documents with the Securities and Exchange Commission. The company filed an amended registration statement on Oct. 26. The next step before a possible fourth-quarter initial public offering would be the traveling "road show" to interested brokers, investors and analysts.
The Maple Plain-based company, which employs about 425 and distributes product globally, disclosed in the filing that it has a purchase agreement to buy a 128,000-square-foot office-and-manufacturing facility in Rosemount for $3.95 million. That would be in addition to a three-building, 170,000-square-foot campus it occupies in Maple Plain, about a half hour west of Minneapolis.
Meanwhile, fast-growing Proto Labs reported that earnings rose 175 percent to $7.8 million during the first nine months of 2011 on revenue that increased 57 percent to $73.3 million, putting the company on track to top $100 million in full-year revenue.