Magazine article American Banker

Solera in Colorado Fires Back in Proxy Battle

Magazine article American Banker

Solera in Colorado Fires Back in Proxy Battle

Article excerpt

Byline: Paul Davis

Solera National Bancorp (SLRK) is firing back against two investors seeking control of the Lakewood, Colo., company's board.

President and Chief Executive John Carmichael in an April 25 letter openly dismissed the challenges of Michael Quagliano and Kathleen Stout, who are separately proposing alternate board nominees.

Quagliano, who owns 23.3% of the $170 million-asset company's stock, wants to take over six board seats at the May 22 annual meeting. Stout, a former Solera executive, is aiming to replace eight directors.

The letter hits Quagliano and his slate hard, stating that Melissa Allen, Quagliano's fiance and one of his nominees, listed her main occupation as manager of Rosiano Farm. Her list of qualifications includes three months of basic training with the Israeli Defense Force and the management, logistics and care for show horses, the letter said.

Drew Quagliano, the activist investor's daughter and another nominee, is a student at the University of Colorado, Carmichael writes. The letter added that the younger Quagliano had listed several Microsoft Office programs and equestrian skills among her qualifications.

Michael Quagliano's other nominees are Jackson Lounsberry, a hedge fund manager; Lars Johnson, a lawyer; and Carlyle Griffin, a retired IBM employee.

Carmichael wrote that a seventh nominee ultimately refused to stand for election.

"Quagliano's nominees are profoundly unqualified to lead the company as it seeks to grow its business . …

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