The Urgent Need for Change and The Superior Path Forward
THE INCUMBENT BOARD DOES NOT EVEN KNOW IF IT
SHOULD RUN THE COMPANY OR SELL IT
X
Under either scenario, Synalloy's current leadership has not shown the ability over
the past decade to execute value-creating initiatives for stockholders
X
X
X
Synalloy's "Strategy"
Lacks Credibility and is Contradictory
PRIVET
FUND
Management has overseen years of repeated
underperformance, colossal guidance misses in
four of the previous five years and just reported
a Q1 decline in Adjusted EBITDA of 45% compared
to last year
Management has superficially criticized our plan,
while saying that it is "already executing" our ideas
as part of its "proven plan"
Only after our nominations this year did
management inexplicably decide to commit to a
hypothetical, conditional future process to sell
Synalloy
But less than a year ago, management rejected a
bona fide offer at a price that was more than
100% higher than the current market price
X
UPG
STRONGER TOGETHER
01. 02. 03. 04. 05.
Executive Summary
X
The Results Speak for Themselves
Management has had nine years to execute on its
stated strategy and has failed under every
conceivable measure
X The incumbents have shown a willingness to
spend money on executive compensation and
per while turning a blind eye to declini
operational results and stockholder value
destruction
X The incumbent Board has absolutely no record of
accomplishment and cannot point to anything it
has done to create enduring value
Synalloy's current leadership has indisputably failed stockholders as a steward of
our capital, yet they are now asking us to "double down" on a losing hand
We believe the incumbent Board and
management are not capable of pushing the
business out of the ditch they drove it into
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