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INFORMATION REQUIRED IN PROXY STATEMENT
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PROXY STATEMENT PURSUANT TO SECTION 14(A)
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(Name of Registrant as Specified in Charter)
THE COMMITTEE TO REVITALIZE DOMINION BRIDGE CORPORATION
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(Name of Person(s) filing Proxy Statement, if other than Registrant)
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THE COMMITTEE TO REVITALIZE DOMINION BRIDGE EXPRESSES
DISAPPOINTMENT OVER LACK OF VALID PROPOSALS, URGES
SHAREHOLDERS TO VOTE THEIR WHITE CONSENT CARDS
FOR IMMEDIATE RELEASE: JULY 23, 1997
NEW YORK, NEW YORK -- The Committee to Revitalize Dominion Bridge Corporation
responded to the Company's announcement that it was purportedly putting itself
up for sale by urging shareholders to vote with the Committee and to reject the
Company's speculation about possible future deals.
John D. Kuhns, Chairman of the Committee, said "Approximately six weeks
ago, the Board of the Company retained Legg Mason and directed them to `explore
strategic alternatives designed to enhance shareholder value'. Last Wednesday at
the Company's shareholder information meeting, the Committee is informed, senior
management and Legg Mason announced that the Company had received proposals, and
that the substance of these proposals would be available beginning Tuesday, July
22.
"Now we are told that the Board is merely beginning a sale process.
Apparently, there is no material information on the promised proposals, if
indeed there are any proposals. We believe that this is a delaying tactic
designed to induce shareholders to forego voting for the Committee. In the
Committee's view, the shareholders have but one choice to make, and they have no
further reason to wait -- select a new management team for the Company and
reject incumbent senior management," said Kenneth W. Mariash, President of the
Committee. "We urgently recommend that shareholders vote their white proxy cards
today, so that new management for the Company can replace the incumbents as soon
as possible."
Members of the Committee also stress that they support any BONA FIDE
effort to enhance the shareholder value process, and will not oppose any valid
proposal that they believe would receive majority shareholder support. "Our
consent solicitation seeks to replace senior management, not the Board of
Directors," said John Dutton, Secretary to the Committee. "In effect, the
Company's announcement yesterday confirms that senior management are lame ducks.
By voting the white consent card, shareholders can change the management team,
while the process initiated by the Board to achieve shareholder value continues.
We believe that a new management team can assist in the process by creating a
more focused company which can potentially lead to higher values."
