![]() ![]() Trecoras Board and management team have had dozens of interactions with Ortelius and considered almost as many new and seemingly impulsive ideas from Ortelius. In short, Ortelius assertion in its letter that the Board has refused to ![]() Is in the best interest of all shareholders. ![]() New request that again appears to favor only Ortelius interests, the Trecora Board has begun the process of interviewing two of the latest director candidates that Ortelius has recommended to the Board, in an attempt to find a resolution that During this conversation, Ortelius suggested another new proposal, asking to seat three of its director candidatesĪnd for the Board to waive certain protective provisions of Delaware law, which would enable Ortelius to buy the Company later without customary protections for other shareholders. To be seeking to do at the ballot box what it has been, so far, unable and unwilling to do with a checkbook: acquire control of the Company without competition from other parties.Įarlier this month, in an effort to avoid a costly and disruptive proxy contest, two of the Companys independent directors furtherĮngaged with the principal of Ortelius in order to find an amicable resolution. Last month, Ortelius surprised us again by indicating its intention to nominate six directors to our seven-person Board. In the Fall, forĮxample, the Board interviewed three Ortelius director candidates and offered to appoint one of them to the Board, without even requesting a typical standstill. Nevertheless, Trecoras Board and management team have continued to engage constructively with Ortelius in good faith. Performance. However, if this plan does exist, Ortelius has yet to share it with Trecoras Board or management team despite having had ample opportunity to do so. Ortelius now publicly claims to have a plan to improve operating and financial Would seemingly need to make such a proposal. Ortelius has also suggested several permutations of those ideas at various times.ĭespite professing an interest in buying all of Trecora (or a substantial minority interest in Trecora) at different times over the lastĮighteen months, Ortelius has never submitted an indication of value and has, oddly, refused to even sign a standard non-disclosure agreement so that the Company could provide Ortelius with the information it Have the Company conduct a Dutch-tender to buy our own stock while Ortelius also buys stock through a tender orĪdd three directors and remove two directors from the Board. Support Ortelius in issuing a mini-tender offer to buy additional shares in the Company Īllow Ortelius to buy more than 15% of Trecora stock and waive the protections afforded to our other shareholders ![]() Various times, Ortelius has wanted us to:Įnter into exclusive negotiations with Ortelius to sell it the Company (even though Ortelius did not indicate aīuyout price or demonstrate that it had adequate financing) In those conversations, Ortelius has made a wide assortment of claims and proposals. We have spoken with the principal of Ortelius on dozens of occasions over the past eighteen months and have considered his input seriously and objectively. The Company is positioned for strong, profitable growth, we also remain open to exploring all value-enhancing opportunities. Trecoras Board of Directors and management team are focused on delivering value for our shareholders. Hydrocarbons and waxes, today issued the following statement regarding Ortelius Advisors (Ortelius) letter to Trecora stockholders yesterday: SUGAR LAND, Texas, March 23, 2022 Trecora Resources (Trecora or the ∼ompany) (NYSE: TREC), a leading provider of specialty Trecora Resources Comments on Letter from Ortelius Advisors ![]()
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