UNITED STATES |
|||
SECURITIES AND EXCHANGE COMMISSION |
|||
Washington, D.C. 20549 |
|||
|
|||
SCHEDULE 14A |
|||
|
|||
Proxy
Statement Pursuant to Section 14(a) of |
|||
|
|||
Filed by the Registrant x |
|||
|
|||
Filed by a Party other than the Registrant o |
|||
|
|||
Check the appropriate box: |
|||
o |
Preliminary Proxy Statement |
||
o |
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
||
o |
Definitive Proxy Statement |
||
x |
Definitive Additional Materials |
||
o |
Soliciting Material Pursuant to §240.14a-12 |
||
|
|||
HEXCEL CORPORATION |
|||
(Name of Registrant as Specified In Its Charter) |
|||
|
|||
|
|||
(Name of Person(s) Filing Proxy Statement, if other than the Registrant) |
|||
|
|||
Payment of Filing Fee (Check the appropriate box): |
|||
x |
No fee required. |
||
o |
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
||
|
(1) |
Title of each class of securities to which transaction applies: |
|
|
|
|
|
|
(2) |
Aggregate number of securities to which transaction applies: |
|
|
|
|
|
|
(3) |
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
|
|
|
|
|
|
(4) |
Proposed maximum aggregate value of transaction: |
|
|
|
|
|
|
(5) |
Total fee paid: |
|
|
|
|
|
o |
Fee paid previously with preliminary materials. |
||
o |
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
||
|
(1) |
Amount Previously Paid: |
|
|
|
|
|
|
(2) |
Form, Schedule or Registration Statement No.: |
|
|
|
|
|
|
(3) |
Filing Party: |
|
|
|
|
|
|
(4) |
Date Filed: |
|
|
|
|
|
News Release
|
Hexcel Corporation, 281 Tresser Boulevard, Stamford, CT 06901 (203) 969-0666 |
|
PROXY GOVERNANCE SUPPORTS HEXCEL NOMINEES FOR BOARD OF DIRECTORS
STAMFORD, CT. April 24, 2008 Hexcel Corporation (NYSE: HXL), today announced that PROXY Governance, Inc. (PROXY Governance), a leading, independent voting advisory service, recommends that Hexcel shareholders vote the GOLD proxy FOR Hexcels slate of highly qualified directors and not vote for the dissident directors nominated by Oscar S. Schafer & Partners II LP (OSS).
In its report dated April 24, 2008, PROXY Governance focused its analysis on performance and strategy and concluded:
We recommend in favor of the management nominees because we believe the company has demonstrated a compelling case that its margins are highly competitive on a product-by-product basis, has demonstrated significant progress in improving its weighted average corporate margin by improving its product and segment mix, and because the current board has a breadth of both CEO experience, which the dissident slate offers, and aerospace industry experience, which the dissident slate do not.
David Berges, Chairman of the Board of Hexcel Corporation, said, We highly value the independent opinion of PROXY Governance and therefore it is of great significance to us that they have demonstrated their support of Hexcels nominees for the Board. It is very important that all shareholders send in their proxies, and we continue to ask all Hexcel shareholders to vote for the Hexcel nominees and prevent OSS from placing their hand-picked, dissident directors on our Board.
Hexcel strongly encourages shareholders to sign, date, and return the GOLD proxy card and vote FOR Joel Beckman, Lynn Brubaker and David Hurley. Shareholders who have questions, or need assistance in voting their shares, should call Hexcels proxy solicitor, Morrow & Co., LLC at 1-800-607-0088.
NOTE: Permission to use the quotation from the PROXY Governance report was neither sought nor obtained.
*****
About Hexcel Corporation
Hexcel Corporation is a leading advanced composites company. It develops, manufactures and markets lightweight, high-performance structural materials, including carbon fibers, reinforcements, prepregs, honeycomb, matrix systems, adhesives and composite structures, used in commercial aerospace, space and defense and industrial applications.
*****
Contact Information |
|
|
Investors: |
|
Media: |
Wayne Pensky |
|
Michael Bacal |
(203) 352-6839 |
|
(203) 969-0666 ext. 426 |
wayne.pensky@hexcel.com |
|
michael.bacal@hexcel.com |