0000902664-13-001874.txt : 20130411 0000902664-13-001874.hdr.sgml : 20130411 20130411163000 ACCESSION NUMBER: 0000902664-13-001874 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20130411 DATE AS OF CHANGE: 20130411 EFFECTIVENESS DATE: 20130411 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STILLWATER MINING CO /DE/ CENTRAL INDEX KEY: 0000931948 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS METAL ORES [1090] IRS NUMBER: 810480654 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-13053 FILM NUMBER: 13756526 BUSINESS ADDRESS: STREET 1: 1321 DISCOVERY DRIVE CITY: BILLINGS STATE: MT ZIP: 59102 BUSINESS PHONE: 406.373.8700 MAIL ADDRESS: STREET 1: 1321 DISCOVERY DRIVE CITY: BILLINGS STATE: MT ZIP: 59102 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CLINTON GROUP INC CENTRAL INDEX KEY: 0001134119 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 51ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2128250400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 51ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 DFAN14A 1 p13-1090dfan14a.htm STILLWATER MINING CO.

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a)

of the Securities Exchange Act of 1934

 

 

Filed by the Registrant [ ]

 

Filed by a Party other than the Registrant [x]

 

Check the appropriate box:

 

[   ] Preliminary Proxy Statement
[   ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
[   ] Definitive Proxy Statement
[X] Definitive Additional Materials
[   ] Soliciting Material Under Rule 14a-12

 

Stillwater Mining Company

 

(Name of Registrant as Specified In Its Charter)

 

Clinton Relational Opportunity Master Fund, L.P.

Clinton Magnolia Master Fund, Ltd.

Clinton Spotlight Master Fund, L.P.

Clinton Retail Opportunity Partnership, L.P.

Clinton Relational Opportunity, LLC

Clinton Group, Inc.

George E. Hall

Charles R. Engles

Seth E. Gardner

Michael McMullen

Michael McNamara

Patrice E. Merrin

Brian Schweitzer

Gregory P. Taxin

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

Payment of Filing Fee (check the appropriate box):

 

[X] No fee required.
   
[   ] Fee computed on table below per Exchange Act Rule 14a-6(i)(4) 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):

 

     
     
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[  ] Fee paid previously with preliminary materials.

 

[  ] 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.

 

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On April 11, 2013, Clinton Group, Inc. and its affiliates (collectively, "Clinton") posted an additional reference to a print article in the "Press" section of www.tapstillwater.com. A copy of the additional reference is filed herewith as Exhibit 1. In addition, set forth in Exhibit 2 are excerpts from such additional print article that either repeat, paraphrase or refer to statements made by Clinton relating to its solicitation of proxies from stockholders of Stillwater Mining Company.

 

 EX-99 2 exhibit1.htm EXHIBIT 1

EXHIBIT 1

NEWS

Amid corporate takeover attempt, Stillwater Mining revokes $2.3M in shares awarded to CEO

April 10, 2013

Associated Press/ Washington Post

[READ MORE]

 

 EX-99 3 exhibit2.htm EXHIBIT 2

EXHIBIT 2

Amid corporate takeover attempt, Stillwater Mining revokes $2.3M in shares awarded to CEO

Associated Press / Washington Post

April 10, 2013

"The dissident shareholder group has made the company’s compensation practices a central issue in its campaign to oust Stillwater’s board of directors."

"Schweitzer has teamed with a New York hedge fund, the Clinton Group, in the bid to oust McAllister and other Stillwater board members. They would be replaced with a new team that would include the former Democratic governor.

Clinton Group managing director Greg Taxin said it was shocking that the company’s board of directors 'blew right past the limits approved by stockholders' in awarding McAllister the shares."