Dissident shareholders oust directors and executives at ATS

The board of directors at Cambridge, Ont.-based factory automation systems integrator ATS Automation Tooling Systems has resigned and a new board has been instated after a shareholder proxy battle earlier this month.

Two hedge funds that collectively own approximately 21.25 per cent of ATS’ outstanding common shares, Toronto-based Goodwood Inc. and New York-based Mason Capital Management, jointly proposed a new slate of directors for election at the company’s annual meeting of shareholders.

Management at ATS resisted the proxy challenge, calling it disruptive and counterproductive. The dissident shareholders expressed frustration with the company’s executives, and voiced concerns over the marked decline in share value.

However, ATS executives argued that the company was on track with its strategic goals.

“The bottom line is that our plan is working,” said then-ATS president and CEO Ron Jutras on September 6. “We are building positive momentum operationally, strategically and financially, as we move to extend our gains in our core automation business under a new management team … the dissidents’ circular is self-serving and incomplete in key respects.”

Goodwood and Mason Capital Management were still successful in their initiatives, and the board resigned on September 12. Additionally, president and CEO Ron Jutras and vice president and CFO Gerry Beard tendered their resignation, but Beard will remain with the company to assist in the transition.

A new board of directors is now in place, and the board has named John K. Bell the interim CEO of ATS. Bell has extensive experience working in start-up, growth and turnaround situations.

The Cambridge-based businessman purchased insert and two-shot molder Polymer Technologies Inc. in 1996, and played the role of CEO at the company until it merged with Chicago-based Plainfield Companies Inc.

“The new board looks forward to fulfilling the important mandate given to us by ATS’ shareholders,” said Bell in a press release. “We are committed to ATS’ employees, customers and shareholders around the world and are focused on providing strong and focused new leadership to the company so as to facilitate our continued growth and industry leadership.”