JOYG » Topics » ELECTION OF DIRECTORS

This excerpt taken from the JOYG DEF 14A filed Jan 23, 2006.

ELECTION OF DIRECTORS

The following table shows certain information (including principal occupation, recent business experience and beneficial ownership of the corporation’s Common Stock as of January 9, 2006) for each of the individuals nominated by the Board of Directors for election at the 2006 annual meeting. Beneficial ownership of these shares consists of sole voting and investment power except as noted below. None of these individuals beneficially owns more than 1% of the outstanding Common Stock. All of the nominees are presently directors whose terms expire in 2006 and who are nominated to serve terms ending at the annual meeting in 2007. If for any unforeseen reason any of these nominees should not be available for election, the proxies will be voted for such person or persons as may be nominated by the Board of Directors. Each of the current members of the board of directors was selected by the Creditors Committee in 2001 in connection with the corporation’s emergence from bankruptcy.






Director
   Since
 Shares
 Owned (1)(2)
Steven L. Gerard Chairman and Chief Executive Officer of
CBIZ, Inc., a leading provider of integrated business services and products headquartered in Cleveland, Ohio, since 2000. From 1997 to 2000, Mr. Gerard was Chairman and Chief Executive Officer of Great Point Capital, an operational and financial restructuring firm. Mr. Gerard is also a director of Lennar Corporation, The Fairchild Corporation and TIMCO Aviation Services, Inc. He is 60.


2001 33,750 (3)
John Nils Hanson Chairman, President and Chief Executive Officer of the corporation since 2000. He has been an officer of the corporation since 1995 and a director since 1996. Mr. Hanson is also a director of Arrow Electronics, Inc. He is 64.

1996 1,086,214 (4)
Ken C. Johnsen Member of the Cox Group, a private investment group. Mr. Johnsen was President and Chief Executive Officer and a director of Geneva Steel Holdings Corp. from 2001 to 2005. Geneva Steel filed a voluntary petition for reorganization under Chapter 11 in 2002. He is also a director of Amerityre Corporation. He is 47.

2001 33,750 (3)
James R. Klauser Senior Vice President of Wisconsin Energy Corporation, a Milwaukee-based holding company with subsidiaries in utility and non-utility businesses. Prior to joining Wisconsin Energy in 1998, he was a senior partner with the law firm of Dewitt Ross and Stevens in Madison, Wisconsin. From 1986 to 1996 Mr. Klauser was Secretary of the Wisconsin Department of Administration. He is 66.

2001 -
Richard B. Loynd Chairman of the Executive Committee and former Chairman of the Board and Chief Executive Officer of Furniture Brands International, Inc., the largest home furniture manufacturer in the United States. He is 78.

2001 38,250 (3)
P. Eric Siegert Managing Director of Houlihan Lokey Howard & Zukin, an international investment banking firm. Houlihan Lokey acted as financial advisor to the Harnischfeger Creditors Committee during the corporation's reorganization. As Managing Director assigned to Houlihan Lokey's engagement with the Creditors Committee, Mr. Siegert advised the Committee on financial matters. Mr. Siegert is also a director of Alabama River Group, Inc. He is 40.

2001 33,750 (3)
James H. Tate Executive Vice President, Chief Administrative Officer and Chief Financial Officer of TIMCO Aviation Services, Inc. since 2005. From 2004 to 2005, Mr. Tate was an independent consultant. Mr. Tate was Senior Vice President and Chief Financial Officer of Thermadyne Holdings Corporation from 1995 to 2004. He is 58. 2001 36,000 (3)


Notes:

(1)

The beneficial ownership information presented in this proxy statement is based on information furnished by the specified persons and is determined in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as required for purposes of this proxy statement. Accordingly, it includes shares of Common Stock that are issuable upon the exercise of stock options exercisable at or within 60 days after January 9, 2006. Such information is not necessarily to be construed as an admission of beneficial ownership for other purposes.


(2)

Does not include restricted stock units. Each non-employee director holds 20,948 restricted stock units and Mr. Hanson holds 79,882 restricted stock units.


(3)

Includes 33,750 shares the director has a right to acquire upon the exercise of currently exercisable options.


(4)

Includes 322,500 shares Mr. Hanson has a right to acquire upon exercise of currently exercisable stock options and 311,893 shares Mr. Hanson beneficially owns with his spouse. Also includes 451,821 shares Mr. Hanson has a right to acquire upon settlement of deferred stock units credited to him in connection with performance shares earned as of January 9, 2006.



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This excerpt taken from the JOYG DEF 14A filed Jan 26, 2005.

ELECTION OF DIRECTORS

The following table shows certain information (including principal occupation, recent business experience and beneficial ownership of the corporation's Common Stock as of January 20, 2005) for each of the individuals nominated by the Board of Directors for election at the 2005 annual meeting. Beneficial ownership of these shares consists of sole voting and investment power except as noted below. With the exception of Mr. Hanson, none of these individuals beneficially owns more than 1% of the outstanding Common Stock. All of the nominees are presently directors whose terms expire in 2005 and who are nominated to serve terms ending at the annual meeting in 2006. If for any unforeseen reason any of these nominees should not be available for election, the proxies will be voted for such person or persons as may be nominated by the Board of Directors. The number of shares owned has, in each case, been adjusted to reflect the corporation's 3-for-2 stock split completed on January 21, 2005.






Director
   Since
 Shares
 Owned (1)
Steven L. Gerard Chairman and Chief Executive Officer of
Century Business Services, Inc., a leading provider of integrated business services and products headquartered in Cleveland, Ohio, since 2000. From 1997 to 2000 Mr. Gerard was Chairman and Chief Executive Officer of Great Point Capital, an operational and financial restructuring firm. Mr. Gerard is also a director of Lennar Corporation, Fairchild Corporation and TIMCO Aviation Services, Inc. He is 59.


2001 22,500 (2)
John Nils Hanson Chairman, President and Chief Executive Officer of the corporation since August 2000. Vice Chairman, President and Chief Executive Officer from May 1999 to August 2000. Vice Chairman, President and Chief Operating Officer from 1998 to 1999. President and Chief Operating Officer from 1997 to 1998. Mr. Hanson is also a director of Arrow Electronics, Inc. He is 63.

1996 829,230 (3)
Ken C. Johnsen Chief Restructuring Officer, Chief Executive Officer, President and a director of Geneva Steel Holdings Corp. Mr. Johnsen joined Geneva Steel in 1991. Geneva Steel filed a voluntary petition for reorganization under Chapter 11 in 2002. Mr. Johnsen has been retained, with the approval of Geneva Steel's secured lenders, to liquidate the assets of Geneva Steel. He is 46.

2001 22,500 (2)
James R. Klauser Senior Vice President of Wisconsin Energy Corporation, a Milwaukee-based holding company with subsidiaries in utility and non-utility businesses. Prior to joining Wisconsin Energy in 1998, he was a senior partner with the law firm of Dewitt Ross and Stevens in Madison, Wisconsin. From 1986 to 1996 Mr. Klauser was Secretary of the Wisconsin Department of Administration. He is 65.

2001 22,500 (2)
Richard B. Loynd Chairman of the Executive Committee and former Chairman of the Board and Chief Executive Officer of Furniture Brands International, Inc., the largest home furniture manufacturer in the United States. He is 77.

2001 25,500 (2)
P. Eric Siegert Managing Director of Houlihan Lokey Howard & Zukin, an international investment banking firm. Houlihan Lokey acted as financial advisor to the Harnischfeger Creditors Committee during the corporation's reorganization. As Managing Director assigned to Houlihan Lokey's engagement with the Creditors Committee, Mr. Siegert advised the Committee on financial matters. Mr. Siegert is also a director of Alabama River Group, Inc. He is 39.

2001 22,500 (2)(4)
James H. Tate Independent consultant. Mr. Tate was Senior Vice President and Chief Financial Officer of Thermadyne Holdings Corporation from 1995 to 2004. Mr. Tate is also a director of TIMCO Aviation Services, Inc. He is 57. 2001 24,000 (2)


Notes:

(1)   The beneficial ownership information presented in this proxy statement is based on information furnished by the specified persons and is determined in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as required for purposes of this proxy statement. Accordingly, it includes shares of Common Stock that are issuable upon the exercise of stock options exercisable at or within 60 days after January 20, 2005. Such information is not necessarily to be construed as an admission of beneficial ownership for other purposes.

(2)   Includes 22,500 shares the director has a right to acquire upon the exercise of currently exercisable options. Does not include 11,751 restricted stock units held by each non-employee director.

(3)   Includes 497,500 shares Mr. Hanson has a right to acquire upon exercise of currently exercisable stock options and 122,930 shares Mr. Hanson beneficially owns with his spouse. Also includes 208,800 shares Mr. Hanson has a right to acquire upon settlement of deferred stock units credited to him in connection with performance shares earned as of January 20, 2005.

(4)   Pursuant to an order of the Bankruptcy Court, on February 6, 2002 the corporation issued 342,592 shares of Common Stock to Houlihan Lokey Howard & Zukin in payment of fees and expenses incurred by Houlihan Lokey Howard & Zukin in its role as financial advisor to the Harnischfeger Creditors Committee during the period the corporation operated under Chapter 11 bankruptcy protection (June 8, 1999 to July 12, 2001). The corporation did not incur fees to Houlihan Lokey Howard & Zukin during fiscal year 2004 and does not expect to incur any such fees in fiscal 2005.


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