SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
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|_| Soliciting Material Pursuant to ss. 240.14a-11(c) or ss. 240.14a-12
THE EASTERN COMPANY
(Name of Registrant as Specified in Its Charter)
MMI INVESTMENTS, L.L.C.
(Name of Person(s) Filing Proxy Statement)
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<PAGE>
ATTENTION EASTERN SHAREHOLDERS!
IT'S TIME FOR A CHANGE!
1) THE RESULTS OF STEDMAN SWEET'S "STRATEGIC PLAN"
Sweet Becomes Nine (9)
CEO Years Later
1988 1996 Change
Sales $74 million $58 million $16 million
Net Income $2.6 million $0.9 million $1.7 million
Employees 714 494 220
Return on Equity 12% 3% 9%
Sweet's
Compensation $189,801 $273,176 $83,375
ENOUGH OF HIS PLAN - ELECT MMI
WE FAVOR A SEARCH WITHIN THE COMPANY FOR A NEW CEO!
2) INDEPENDENT VIEW - ISS (Institutional Shareholder Services), an independent
research institute advising major financial institutions, just released its
report which states, in part:
- "ISS believes that adequate time has passed for Eastern's strategic
plan to yield demonstrated improvement in shareholder value - and it
has failed to do so."
- "We therefore conclude that a board shakeup is needed."
- MMI's nominees "have relevant expertise to contribute to the company
in M&A, manufacturing, and business and will serve to put pressure on
the board to act on shareholders' behalf."
- "Eastern's management defends the company's uninspired performance by
its claim of running a conservative operation, yet conservative has
come to mean maintaining the status quo of poor performance."
ISS RECOMMENDS THAT ITS CLIENTS - LARGE EXPERIENCED FINANCIAL INSTITUTIONS -
VOTE FOR MMI'S DIRECTORS!
ENOUGH OF THE RHETORIC
LET'S GET TO THE FACTS
YOU CAN STILL VOTE FOR A CHANGE
VOTE YOUR BLUE PROXY TODAY
IMPORTANT
If your shares are registered in the name of a broker, only your broker can vote
your shares after receiving your specific instructions. Please return the Blue
proxy voting card voting as recommended by MMI Investments, L.L.C., directly to
your broker. If you have specific questions or need assistance in voting, please
call:
D.F. King & Co., Inc.
77 water Street
New York, NY 10005
800/859-8511 (toll free)
