SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Event: December 10, 1998
Date of Report: December 14, 1998
PLM INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter
Delaware
(State or other jurisdiction of
incorporation or organization)
1-9670 94-3041257
(Commission File Number) (I.R.S. Employer Identification Number)
One Market
Steuart Street Tower, Suite 800
San Francisco, California 94105-1301
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 974-1399
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ITEM 5. Other Events
On December 10, 1998, the Board of Directors of PLM International, Inc. (the
"Company") elected Warren G. Lichtenstein as a Class III director of the Board
of Directors of the Company, with a term expiring at the 1999 annual meeting of
the Company's shareholders. A copy of the press release announcing this election
is attached as an exhibit to this form. In order to facilitate Mr.
Lichtenstein's election as a Class III director, the Board of Directors of the
Company resolved, pursuant to Article Sixth of the certificate of incorporation
of the Company, to increase the number of directors of the Company from five to
six, and designated the newly created directorship as a Class II directorship.
Douglas P. Goodrich, Senior Vice President and a director of the Company,
resigned as a Class III director of the Board of Directors of the Company and
was immediately reappointed by the Board of Directors of the Company as a Class
II director of the Board of Directors of the Company. The Company expects to
nominate Mr. Lichtenstein for election as a Class III director of the Board of
Directors of the Company at the 1999 annual meeting of the Company's
shareholders.
Attachment:
Exhibit 1: Press release, dated December 14, 1998
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Exhibit 1
Contact: Janet M. Turner
Vice President, Investor Relations
(415) 905-7214
PLM INTERNATIONAL ELECTS LICHTENSTEIN TO BOARD OF DIRECTORS
FOR IMMEDIATE RELEASE
San Francisco, California, December 14, 1998 -- PLM International, Inc.
(ASE:PLM) today announced that Warren G. Lichtenstein has been elected to its
board as a Class III director.
Mr. Lichtenstein, 33, is the Chief Executive Officer of Steel Partners LLC, a
New York-based investment partnership and the General Partner of Steel Partners
II, L.P. Steel Partners II, L.P. is PLM International's largest shareholder,
currently owning 16.3% of the Company's common stock.
Additionally, Mr. Lichtenstein is currently Chairman of the Board of Aydin
Corporation, a NYSE-listed defense electronics concern. Mr. Lichtenstein is also
a director of Gateway Industries, Rose's Holdings, Inc., and Saratoga Beverage
Group, Inc. Mr. Lichtenstein is a graduate of the University of Pennsylvania,
where he received a Bachelor of Arts degree in Economics.
PLM International Chairman, President and Chief Executive Officer Robert N.
Tidball said, "We are pleased to welcome Mr. Lichtenstein to our board of
directors. His investment and operating management expertise will make an
important contribution to the Company as we continue to execute our strategic
growth plan to improve financial performance and shareholder value."
PLM International is a diversified equipment leasing company providing services
to transportation, industrial, and commercial companies. With a combined owned
and managed portfolio of approximately $1.2 billion in equipment, PLM
International operates one of the twenty-five largest asset leasing pools in the
United States today. The Company specializes in creating equipment leasing
solutions for domestic and international customers.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed in its behalf by the
undersigned hereunto duly authorized.
PLM INTERNATIONAL, INC.
(Registrant)
DATE: December 14, 1998
By: /s/ Susan C. Santo
-------------------------
Susan C. Santo
Vice President, Secretary and
and General Counsel
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