At first glance, Skokie-based Mark Controls Corp. would seem to be an unlikely target for a billionaire Hong Kong family.
The company, which produces and distributes valves and regulators for the petroleum, chemical and food industries, had sales of $86.2 million last year. Sales and profits were down in the first nine months of 1993 from a year earlier.
But the firm was included in a list of the 200 best small companies in America in 1992 by Forbes magazine.
The Committee of Concerned Stockholders of Mark Controls Corp., which owns about 9.2 percent of the company’s stock, is waging a campaign to elect three of its nominees to the board of directors. It wants the company’s bylaws amended to increase the number of directors from five to eight so “new voices” will be heard on the board. Longer term, it wants the company to be sold.
Mark Controls turned down two offers by the group’s key member, Eucalyptus Investments Ltd., to buy the company last spring. Eucalyptus is owned by Olive Holdings Ltd., based in the British Virgin Islands. Olive’s stock, in turn, is owned by the Arbor Vitae Trust, located on the Isle of Man. Arbor’s stated principal business is to own investments for the benefit of Chan Tan Ching Fen and her family in Hong Kong.
Who are the Chans?
“I don’t really know,” says William Bendix, Mark Controls’ president and chief executive. “They’re said to be a very wealthy family, having made most of their money from real estate.”
Bendix says his only contact has been with Peter J. Jacullo III, a New Jersey investment manager who heads the committee and owns a small number of Mark Controls shares.
The contest will come to a head Saturday when a “consent solicitation” being conducted by the group is scheduled to end. Under the laws of Delaware, where Mark Controls is incorporated, a stockholder or group can gain approval of a resolution without holding a formal shareholder meeting if a majority of a firm’s shares are voted for it in writing.
Two solicitation firms are “burning up the wires” this week telephoning the company’s 1,200 stockholders to seek their votes, Bendix says. The committee hired Georgeson & Co. for its campaign, while Mark Controls retained D.F. King & Co. to oppose the group’s efforts.
Jacullo says Eucalyptus is pledging that it won’t seek to sell all or part of the firm within an 18-month period unless it is asked to do so by the five incumbent directors.
But Bendix, 54, who has worked for the company since 1970 and is the only inside director, is skeptical.
“It has been a very expensive and time-consuming job,” he says. “It’s time to go back to work. Our order backlog is now twice what it was at the start of the year, and we’re confident earnings will increase next year.”
Business beat
Robert R. Yohanan, president of Lake Shore Bancorp Inc., declines to talk about his plans under First Chicago Corp.’s agreement to buy the bank holding company. Yohanan left Lake Shore recently on what it called a “paid leave of absence.” The firm said Yohanan, a First Chicago executive before he came to Lake Shore in 1987, was expected to return by year’s end. Some observers, however, said he left following a dispute with James Aldrich, who joined Lake Shore as chairman and CEO in January.
Five area branches of the former Talman Home Federal Savings and Loan Association, now known as LaSalle Talman Bank, will be absorbed into LaSalle National Corp.’s banking network soon. The office at 2855 W. Touhy Ave. in Chicago will become a branch of LaSalle Bank Lake View. The offices in Bloomington, Elmhurst, Glen Ellyn and Orland Park will become part of LaSalle Bank Westmont. LaSalle acquired Talman early in 1992.
General Dynamics Corp. agreed to sell Marblehead Lime Co. of Chicago to Calcitherm Nederland N.V., a Dutch corporation. Terms weren’t disclosed.
Economist Jeffrey S. Given, who has been accurate most of the time in forecasting business trends, offers this prediction for Thanksgiving Day in his latest newsletter under “Upcoming Economic Numbers”: Chicago Bears 17, Detroit Lions 13.
