Project Status

December 31, 2019

The Shareholder Forum agreed to support appraisal rights for Participants who had reserved Appraised Value Rights ("AVR") Management of their investments in Schuff International Inc. (subsequently renamed DBM Global, Inc.) by October 1, 2014. HC2 Holdings, Inc. (ticker: HCHC), then the controlling shareholder of DBM/Schuff, had at that time initiated a $31.50 per share tender offer and stated its intent to proceed with a short-form merger to acquire all of the company's shares. However, after acquiring 92% of the DBM/Schuff shares, HC2 did not proceed with the merger.

Managed as a majority-owned subsidiary of HC2, DBM stopped reporting to minority shareholders, ceased its annual meetings of shareholders, engaged in questionable financing transactions with HC2 affiliates, and in 2019 agreed to pay the costs of settling claims by its own shareholders against HC2. Though not within the scope of its committed management of an appraisal rights proceeding, the Forum has continued to support the broader minority shareholder interests of its AVR participants, including reporting to participants, communications with HC2 to encourage fair conduct, formal demands for records enforced with legal proceedings,  and finally by objecting to a proposed settlement of litigation that would require non-defendant DBM to pay the costs of HC2 and its affiliated co-defendants and that unexpectedly included current DBM minority shareholders in its definition of a class that would waive claims against HC2 and its officers.