Toronto, Ontario– July 14, 2015 – Retained executive search firm The Caldwell Partners International Inc. (TSX: CWL) (“Caldwell Partners”) today announced that its Board of Directors, after consulting with its financial and legal advisors, has unanimously determined that pursuing discussions with DHR International, Inc. at this time is not in the best interest of the firm, its shareholders, partners, employees and clients.
The following is the text of the letter that was sent on July 14, 2015, to David Hoffmann, Chairman of the Board of DHR International, Inc.:
July 14, 2015
David H. Hoffmann
DHR International, Inc.
71 South Wacker Drive, Suite 2700
Chicago, IL 60606
Dear Mr. Hoffmann,
I am writing to you on behalf of the Board of Directors of The Caldwell Partners International, Inc. (“Caldwell Partners”) in response to your letter of July 1, 2015, as well as our phone call on July 7, 2015, regarding your interest in pursuing a transaction between Caldwell Partners and DHR International, Inc. (“DHR”). In keeping with its fiduciary obligations, our Board has established a Special Committee and retained financial and legal advisors to carefully consider and review your indication of interest.
Since 1970, The Caldwell Partners brand has stood for results, personal service and long-term relationships. We have assembled a collection of experienced, senior search professionals – including 37 partners and dedicated teams to support them – each with specific knowledge of major industries at the very highest levels of management and operations. Our entrepreneurial culture enables our search teams to successfully work across a broad range of sectors, from early stage privately funded firms and foundations, to global organizations, institutions and all levels of government. Our people, and specifically our partners, are the essence of our firm.
Importantly, and as like many firms of our size and nature, Caldwell Partners’ success is tied to the success of our partners, who collectively with management hold over 33% of the firm’s outstanding shares. As such, we have informed the partnership of your interest in pursuing a business combination. In response, our partners have expressed to us their significant concern and have made it clear that they would not be willing to be part of a firm controlled by DHR.
After thorough consideration of your letter and our phone call and with the assistance of our advisors and the input of our partners, the Caldwell Partners Board of Directors and Special Committee have unanimously determined that pursuing discussions with DHR at this time is not in the best interest of the firm, its shareholders, partners, employees and clients. As a result, I believe it is not in Caldwell Partners’ best interest to arrange for you to meet with our Board of Directors. Such a meeting would have a destabilizing effect on our partners and would lead to the defection of a number of them, to the detriment of our firm and shareholders.
G. Edmund King
Chairman, The Caldwell Partners Board of Directors
About Caldwell Partners
Caldwell Partners is a leading international provider of executive search and has been for more than 40 years. As one of the world’s most trusted advisors in executive search, the firm has a sterling reputation built on successful searches for boards, chief and senior executives, and selected functional experts. With offices and partners across North America, Latin America and in London, the firm takes pride in delivering an unmatched level of service and expertise to its clients. Caldwell Partners’ Common shares are listed on The Toronto Stock Exchange (TSX: CWL). Please visit our website at www.caldwell.com for further information.
Forward-looking statements in this document are based on current expectations that are subject to significant risks and uncertainties. Actual results might differ materially due to various factors such as the competitive nature of the executive search industry, the ability of the company to execute its growth strategies, the performance of the Canadian domestic and international economies, and the company’s ability to retain key personnel. The Caldwell Partners assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements.
For further information, please contact:
Investors & Analysts:
Chris Beck, CPA, Chief Financial Officer
The Caldwell Partners International
+1 617 934 1843
Caroline Lomot, Director of Marketing
The Caldwell Partners International
+1 516 830 3535