Newport Beach, Calif. — Concerned Rentech Shareholders (CRS), a group led by Engaged Capital LLC and Lone Star Value Management LLC, together one of the largest stockholders of Rentech Inc. (RTK), said March 20 that they intend to solicit fellow shareholders of RTK for written requests to call a special meeting of shareholders to amend the company’s charter. The amendment seeks to require the company to obtain the approval of shareholders prior to issuing dilutive equity or equity-linked securities greater than 5 percent of the outstanding shares of the company, except in limited circumstances such as a public offering. "It appears the board and management of RTK are planning a dilutive capital raise against, we believe, strong shareholder opposition. It is clear to us that management and the board are acting contrary to the shareholders’ interests and further disenfranchising shareholders and entrenching themselves,” said Glenn Welling, chief investment officer of Engaged Capital. CRS said the written support of shareholders who own at least 10 percent of the issued and outstanding shares of the company is required in order to call a special meeting of shareholders to consider the amendment proposal. Once this special meeting is called, CRS plans to send proxy materials to shareholders soliciting votes in favor of the amendment proposal as described in the solicitation statement. CRS released a letter March 17 citing RTK’s March 11 conference call, in which RTK said it may need to spend $100 million on its wood business prior to making an initial public offering. Also, RTK referenced possible $600 million in additional investments. CRS is fearful RTK will initiate these activities prior to an annual shareholders meeting. RTK expressed its concerns in a February letter as well (GM Feb. 17, p. 11). RTK had not responded to inquiries at press time.
Transparency Across the Fertilizer Value-Chain