Large Mace Security (MACE) Holder Lawndale Capital Discloses Proposals To Avoid a Proxy Contest

In an amended 13D filing on Mace Security International Inc. (Nasdaq: MACE), 9.6% holder Lawndale Capital Management disclosed proposals, regarding board composition, the firm presented to the company in an attempt to avoid a proxy contest. The firm also disclosed an increase in the slate of independent director nominees.

Lawndale has recommended that Phil Livingston, Gene Davis, Gerald LaFlamme and Dennis Raefield be nominated to stand for election to the Company's Board of Directors.

The firm has suggested that Mace either increase the size of the board to seven members and replace Matthew Paolino, the brother of Mace's CEO, with the appointment of three of their four nominees, or keep the board at five members but replace Paolino as well as two other directors with two of the four Lawndale nominees. The firm said a fourth independent director might be selected by mutual agreement.

In the letter, Lawndale's President Andrew Shapiro said, "As Mace's largest shareholder it gives us no pleasure to run a proxy contest during which the Company will inevitably waste valuable shareholder resources. However, the board's poor governance and oversight--which has contributed to the Company's poor performance--cannot be ignored any longer. If we cannot reach agreement we will continue our effort to change the entire board, and we fully believe we will be successful."