Matthews Intl Corp Files Proxy Materials

TL;DR

Matthews Intl (MATW) filed proxy docs Feb 7th for a teleconference. Standard stuff.

AI Summary

Matthews International Corporation filed a Definitive Additional Materials (DEFA14A) on February 7, 2025, related to a teleconference held on the same date to discuss company matters. The filing is a proxy statement under Section 14(a) of the Securities Exchange Act of 1934.

Why It Matters

This filing provides shareholders with important information and voting materials related to the company's governance and operations, as required by the SEC.

Risk Assessment

Risk Level: low — This filing is a routine proxy statement and does not contain information that suggests immediate or significant risk.

Key Players & Entities

• MATTHEWS INTERNATIONAL CORP (company) — Registrant
• 0001193125-25-022815.txt (document) — Filing document identifier
• February 7, 2025 (date) — Filing date and teleconference date

FAQ

Key Financial Figures

• $100M — eate an entity which begins with almost $100MM of EBITDA but is expected to generate
• $50M — M of EBITDA but is expected to generate $50MM of synergies over the next 24-30 month
• $15M — can be simplified and reduced by up to $15MM. Two, the transaction as structured
• $20M — ical software investment valued at over $20MM. We expect to exit these investments i
• $1 billion — ted; a platform that has generated over $1 billion in adjusted EBITDA since its acquisitio
• $700 — enerate total consideration of close to $700 to $750 million which would be almost e
• $750 million — total consideration of close to $700 to $750 million which would be almost equal to our mark
• $205M — nce for adjusted EBITDA in the range of $205MM to $215MM; this of course is dependent
• $215M — justed EBITDA in the range of $205MM to $215MM; this of course is dependent on the ti
• $3.5 m — ter, the Company reported a net loss of $3.5 million, or 11 cents per share, compared
• $2.3 m — ts per share, compared to a net loss of $2.3 million, or 7 cents per share a year ago.
• $4.3 m — the Company for the current quarter was $4.3 million, or 14 cents per share, compared
• $11.3 m — ion, or 14 cents per share, compared to $11.3 million, or 37 cents per share last year.
• $401.8 m — for the fiscal 2025 first quarter were $401.8 million, compared to $450 million a year
• $450 million — uarter were $401.8 million, compared to $450 million a year ago. The decline primarily refle

Filing Documents

• d925110ddefa14a.htm (DEFA14A) — 38KB
• 0001193125-25-022815.txt ( ) — 39KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 MATTHEWS INTERNATIONAL CORPORATION (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 On February 7, 2025, Matthews International Corporation held a teleconference to discuss its financial results for the fiscal quarter ended December 31, 2024. The script for the teleconference is below: Conference Call February 7, 2025 Good morning. Im Steve Nicola, Chief Financial Officer of Matthews, and with me today is Joe Bartolacci, our Companys President and Chief Executive Officer. Before we start, I would like to remind you that our earnings release was posted on the Companys website, www.matw.com, in the Investors section last night. The presentation for our call can also be accessed in the Investors section of the website under presentations. Any forward-looking statements in connection with this discussion are being made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Factors that could cause the Companys results to differ from those discussed today are set forth in the Companys Annual Report on Form 10-K, and other public filings with the SEC. In addition, we will be discussing non-GAAP financial metrics and encourage you to read our disclosures and reconciliation tables carefully as you consider these metrics. In connection with any forward-looking statements and non-GAAP financial information, please read the disclaimer included in todays presentation materials located on our website. Now, I will turn the call over to Joe. Thank you, Steve. Good morning. To start our discussion today, I want to provide some color around an important development related to the companys energy business from earlier this week. On Wednesday, an arbitrator in a proceeding that we initiated against tesla over one year ago issued a ruling in which the arbitrator acknowledged our companys long history, extensive research and development and growing patent portfolio in advanced dry battery electrode technology and confirmed our right to continue marketing, offering and selling that technology to others. This ruling effectively clarifies our rights in this groundbreaking technology and re-establishes what we have been saying for years we have valuable solutions, founded on extensive know-how and intellectual property, to support the advancement of dry battery electrode technology and we have the right to sell it to others. After exhausting amicable efforts to negotiate a resolution with Tesla, Matthews was forced to file for a declaratory judgment in a binding arbitration seeking clarification of Matthews rights to continue selling our innovative DBE solutions to others. Tesla ignored the contractual obligation to arbitrate confidentially and, instead, initiated litigation in federal court long after we filed for arbitration, vaguely alleging Matthews had stolen tesla trade secrets. Teslas retaliatory lawsuit, coupled with numerous other threats and actions, has impaired our ability to work with others in the provision of DBE solutions and, as a result, harmed our business. During the past 18 months we dutifully adhered to the terms of the parties arbitration agreement, which necessarily prevented us from fully disclosing what was transpiring behind the scenes. But given Teslas public filing of the trade secret suit and our requirements under federal securities laws, we are required to share this news with our shareholders and customers. As I have said numerous times, we have been working in the battery space for over a decade and have independently developed significant intellectual property, including a recently issued foundational patent in the USA, that further confirms our development of this ground-breaking technology and our rights to continue developing and selling it. Pursuant to the arbitrators ruling, we now intend to resume vigorously promoting our DBE solutions. Given the ongoing confidentiality considerations, I remain limited in what can be discussed. Moving on to other exciting news, Ill now share some details on our recent announcement of the sale of SGK brand solutions. On January 8 th , we announced the sale of SGK to a newly formed entity created wi

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View this DEFA14A filing on SEC EDGAR