ST. JAMES, N.Y., November 29 /PRNewswire-FirstCall/ -- Gyrodyne Company of America, Inc. (NASDAQ: GYRO) announced today that independent proxy advisory firm PROXY Governance, Inc., a leading independent proxy advisory firm, has recommended that Gyrodyne shareholders vote the WHITE proxy card and FOR the Company's nominees for election to the Board of Directors at the upcoming Annual Shareholders Meeting and not vote for the slate of candidates put forth by Phillip Goldstein and his Bulldog hedge funds. PROXY Governance also recommended that Gyrodyne shareholders NOT vote for Bulldog's proposal to terminate Gyrodyne's shareholder rights plan. This follows Monday's announcement that Glass, Lewis & Co., another leading independent proxy advisory firm, had also recommended that shareholders vote FOR the Company's nominees and NOT vote for Bulldog's nominees or proposal.
In recommending that Gyrodyne shareholders vote FOR Gyrodyne's incumbent directors and NOT vote for Bulldog's nominees, PROXY Governance cited Bulldog's continuous efforts to take over control of the Company, and stated:
"We find it difficult to believe, were the dissidents to be elected to the board, that the two sides would be able to interact in such a way as would be beneficial to the non-interested shareholders. In addition we find the dissident's arguments against management to be unconvincing. In particular, we feel that the dissident's claim, that management has not made sufficient progress regarding the company's eminent domain case against the State, to be disingenuous... The court has allowed the state multiple extensions for its appraisal process, which is not uncommon in eminent domain cases against the state."
In its analysis, PROXY Governance expressed its concern over Bulldog's strategic plan if elected, particularly its plan to shrink the number of directors from eight to five: "Given the dissident's past attempt to purchase the company, we question the dissident's motives, and note that the dissident aims to gain effective control of the company for the price of a proxy contest, rather than paying a premium to other shareholders."
The Company also said that while it was disappointed that another independent advisory firm, ISS Governance Services, recommended that shareholders vote for two of the dissident group's nominees, it was pleased that ISS did not endorse the dissident's plan to elect three nominees.
Stephen Maroney, Gyrodyne President and CEO, noted that, "Much like the Glass, Lewis report, PROXY Governance has a clear understanding of what this proxy contest is all about and appears to have a thorough understanding of what's going on in our Company. In answer to the dissident's claim that the Company has been mismanaged, they point to the fact that since 1999, total shareholder returns have been in excess of 250%."
Mr. Maroney added, "We're pleased that PROXY Governance has concluded that Gyrodyne has succeeded in following its business plan.'"
The Company urges shareholders to vote FOR the Board's nominees by signing, dating and returning the WHITE proxy card and to discard the green proxy card of the dissident group. Any shareholders requiring assistance may contact MacKenzie Partners, Inc. Toll-Free at (800)322-2885 or (212)929-5500 (call collect) or by email at proxy@mackenziepartners.com.
About Gyrodyne Company of America, Inc.
Gyrodyne owns a 68-acre site approximately 50 miles east of New York City on the north shore of Long Island. The Company is currently contesting the value paid by New York State for 245.5 adjoining acres taken under eminent domain proceedings. The Company is also a limited partner in the Callery Judge Grove, L.P., which owns a 3,500 plus acre property in Palm Beach County, Florida. Gyrodyne's common stock is traded on the Nasdaq Stock Market under the symbol GYRO. Additional information about Gyrodyne may be found on its web site at http://www.gyrodyne.com/.
Additional Information
On October 26, 2007, the Company filed a proxy statement in connection with its 2007 Annual Meeting of Shareholders. The Company's shareholders are urged to read carefully the proxy statement and other relevant materials which were mailed to shareholders commencing on October 26, 2007, because they contain important information about the 2007 Annual Meeting. Detailed information regarding the names, affiliations and interests of individuals who are participants in the solicitation of proxies of Gyrodyne's shareholders is available in Gyrodyne's definitive proxy statement.
Website: http://www.gyrodyne.com/