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Huntsman says Starboard is forcing company into ‘unnecessary’ proxy fight By Reuters

© Reuters.

By Svea Herbst-Bayliss

BOSTON (Reuters) – Huntsman (NYSE:) Corp reacted to Starboard Value’s decision to nominate four directors to its board on Wednesday, saying the two sides had consulted on key matters but that the activist investor is forcing it into an “unnecessary” board room fight.

Chemicals maker Huntsman said investment firm Starboard did not act constructively to help decide who will serve as a director.

“Starboard is more concerned with installing their handpicked candidates on Huntsman’s Board than allowing the Board and management team to create shareholder value, through our multiple initiatives that Starboard supports,” the Texas-headquartered company said in a statement.

Huntsman said it welcomes constructive insights from shareholders but said Starboard is forcing it into a costly and distracting “unnecessary proxy contest.”

Huntsman reacted hours after Starboard nominated four directors, including its chief executive Jeffrey Smith, to the 14-member board earlier in the day and released a detailed timeline of who did what when to try and find new board members.

Only a few days ago Huntsman appointed new directors and made other changes, moves it said were part of a long-running plan to refresh the board. The company said it had kept Starboard informed about its plans and had asked for the names of Starboard’s director candidates in early December. Starboard came back with names only in early January, Huntsman said.

Starboard did not immediately respond to a request for comment.

While the two sides failed to see eye to eye on directors, Huntsman said they interacted more constructively on other issues.

“There was, and continued to be, no misalignment with Starboard on the Company’s objectives and strategic initiatives,” the Huntsman statement said.

Huntsman, which is valued at $8.2 billion, makes chemical products for uses ranging from construction materials to plastics.

It set its annual meeting for March 25 when investors will have a chance to decide who should serve on the board unless the two sides settle the matter beforehand.

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