EXHIBIT 99.1
ONEIDA
NEWS RELEASE
INVESTOR RELATIONS CONTACTS: PRESS CONTACTS:
Andrew G. Church, Chief Financial Officer Erin L. Markey, Corporate Public Relations
Oneida Ltd. (315) 361-3000 Oneida Ltd. (315) 361-3000
FOR IMMEDIATE RELEASE
ONEIDA STOCKHOLDERS AUTHORIZE ADDITIONAL COMMON AND PREFERRED SHARES;
ELECT DIRECTORS
ONEIDA, N.Y. - June 2, 2005 - Oneida Ltd. (OTCBB:ONEI) today announced that
Stockholders at Oneida Ltd.'s 124th Annual Meeting held on May 25, 2005 at the
Hyatt Regency in Chicago, approved amendments to the Company's Certificate of
Incorporation reducing the minimum required size of the Board of Directors from
nine to five Directors, increasing to 100,000,000 the number of authorized
shares of Company Common Stock, and increasing to 10,000,000 the number of
authorized shares of Company Series Preferred Stock. Stockholders also elected
six current members of the Company's Board of Directors to continue to serve on
the Board as follows: Hugh R. Rovit and Terry G. Westbrook for one-year terms
expiring in May 2006; Fred Spivak for a two-year term expiring in May 2007; and
William C. Langley, Christopher H. Smith and Nick White for three-year terms
expiring in May 2008. Two members of the Board of Directors, Peter J. Marshall
and Gregory M. Harden will continue to serve three year terms expiring in May
2006 and May 2007 respectively.
The Board of Directors at its Organizational Meeting held following the
Shareholders Meeting re-elected Terry G. Westbrook to the position of President
and Chief Executive Officer. Mr. Westbrook had been serving in that position
since his election on March 23, 2005. Previously, Mr. Westbrook served as the
Senior Vice-President, Finance and CFO for The Quaker Oats Company and was a
member of its Management Committee. He also served as a Director of The Quaker
Oats Company of Canada Ltd. and had tenure with Quaker Asia/Pacific operations.
In addition, Mr. Westbrook previously held the position of Senior Vice President
and CFO at industry leaders General Binding Corporation and Utilicorp United.
His prior experience also includes corporate and operating positions at General
Mills.
Christopher H. Smith, was elected Chairman of Oneida Ltd.'s Board of
Directors. Since December 2004, Mr. Smith has served as lead director of the
independent members of the board, Chairman of the Executive Committee and a
member of the Audit, Compensation and Finance Committees.
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Mr. Smith, who was originally elected to the Oneida Board in October
2004, has been Managing Principal of Alexander, Smith & Company, Inc., a
merchant banking firm, since 1986. In the context of his work with Alexander,
Smith and Company, Inc., Mr. Smith has held executive positions with a variety
of clients, including London Fog Industries, Inc., Escada (USA) Inc., Puma USA,
Inc., and New Venture Holdings LLC. Mr. Smith has also been of counsel to the
law firm of Foley & Lardner from 1994 through 1999; President and Chief
Executive Officer of Barnes Engineering Company, a designer and manufacturer of
electro-optics for defense and commercial applications, from 1977 through 1986;
General Counsel and Chief Executive Officer, of FAG Bearings Corporation from
1968 through 1997; and was an associate, counsel or partner of the law firm of
Whitman & Ransom from 1966 through 1993.
Mr. Smith succeeds Peter J. Kallet who served as Chairman of the Oneida
Board since 2000. In March 2005 Mr. Kallet announced his resignation as Chairman
of the Company's Board of Directors effective May 25, 2005. Mr. Kallet was Chief
Executive Officer of Oneida from 1998 through March 2005. At their May 24, 2005
meeting, the Oneida Board honored Mr. Kallet for his 35 years of dedicated
service to the Company.
Oneida is a leading source of flatware, dinnerware, crystal, glassware
and metal serveware for both the consumer and food service industries worldwide.
Forward Looking Information
With the exception of historical data, the information contained in this Form
10-Q, as well as those other documents incorporated by reference herein, may
constitute forward-looking statements, within the meaning of the Federal
securities laws, including but not limited to the Private Securities Litigation
Reform Act of 1995. As such, the Company cautions readers that changes in
certain factors could affect the Company's future results and could cause the
Company's future consolidated results to differ materially from those expressed
or implied herein. Such factors include, but are not limited to: changes in
national or international political conditions; civil unrest, war or terrorist
attacks; general economic conditions in the Company's own markets and related
markets; availability or shortage of raw materials; difficulties or delays in
the development, production and marketing of new products; financial stability
of the Company's contract manufacturers, and their ability to produce and
deliver acceptable quality product on schedule; the impact of competitive
products and pricing; certain assumptions related to consumer purchasing
patterns; significant increases in interest rates or the level of the Company's
indebtedness; inability of the Company to maintain sufficient levels of
liquidity; failure of the company of obtain needed waivers and/or amendments
relative to it's finance agreements; foreign currency fluctuations; major
slowdowns in the retail, travel or entertainment industries; the loss of several
of the Company's key executives, major customers or suppliers; underutilization
of, or negative variances at, some or all of the Company's plants and factories;
the Company's failure to achieve the savings and profit goals of any planned
restructuring or reorganization programs, including the failure to close the
Sherrill, NY manufacturing facility on schedule and within budget; future
product shortages resulting from the Company's transition to an outsourced
manufacturing platform; international health epidemics such as the SARS
outbreak; impact of changes in accounting standards; potential legal
proceedings; changes in pension and medical benefit costs; and the amount and
rate of growth of the Company's selling, general and administrative expenses.