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Artisan Partners Objects to Gleason's Amended Tender Offer.


Business Editors

MILWAUKEE, Wis adv. 1. Certainly; really; indeed.
v. t. 1. To think; to suppose; to imagine; - used chiefly in the first person sing. present tense, I wis. See the Note under Ywis.
.--(BUSINESS WIRE)--February 7, 2000

Artisan Partners Limited Partnership re-iterated today that it would not tender the shares they beneficially own pursuant to the recently revised offer by a management-led investment group to purchase the outstanding shares of Gleason Corp. (NYSE NYSE

See: New York Stock Exchange
:GLE GLE Grade-Level Expectations (education)
GLE Greater London Enterprise
GLE Graphics Layout Engine
GLE Glencairn Gold Corp (stock symbol)
GLE Ground Level Enhancements
GLE Grand Lodge of England
) common stock. Artisan Partners is Gleason's largest institutional shareholder, beneficially owning 1,165,200 common shares or approximately 12.15% of Gleason on behalf of its institutional clients and the Artisan Small Cap Value Fund.

The second extension of the tender offer, set to expire on February 17, 2000, is still priced at $23.00 per share. &uot;Not only do we continue to believe that the offer price is inadequate, but the results of the tender offer that expired on January 27 indicate that many other Gleason shareholders hold the same belief,&uot; said Scott Satterwhite, portfolio manager of the Artisan Small Cap Value Fund. The tender offer, originally scheduled to expire on January 27, only attracted about 64.4% of the public shares available to be tendered, well below the minimum needed to complete the tender pursuant to the merger agreement.

Gleason announced Friday in a press release that it amended its merger agreement to reduce the minimum number of shares required to close the deal to 4,862,749 shares. According to according to
prep.
1. As stated or indicated by; on the authority of: according to historians.

2. In keeping with: according to instructions.

3.
 the press release, as of February 3, 2000, 4,897,987 shares had been validly tendered and not withdrawn pursuant to the offer. This means that it would apparently only take the withdrawal of 35,239 or more of shares previously tendered (assuming no additional shares are validly tendered) to cause the offer to fail as the management led buy-out group stated in its press release that it does not &uot;intend to further extend the offer if the reduced minimum condition is not satisfied.&uot;

&uot;We cannot imagine what is motivating the board of directors to ignore the large portion of the company's shareholders who have failed to tender,&uot; said Mr. Satterwhite. &uot;We have expressed to the board our belief that to ensure a full and fair price for the company, an open auction process must be undertaken. They have apparently chosen to ignore us and many other shareholders to continue exclusive negotiation with a buyout Buyout

The purchase of a company or a controlling interest of a corporation's shares.

Notes:
A leveraged buyout is accomplished with borrowed money or by issuing more stock.
 group composed in part of company insiders. We believe the board is abrogating its fiduciary responsibilities to its shareholders through these actions. We will not tender our shares at $23.&uot;

Artisan Partners is an institutional investment management firm headquartered in Milwaukee, with investment offices in Atlanta and San Francisco San Francisco (săn frănsĭs`kō), city (1990 pop. 723,959), coextensive with San Francisco co., W Calif., on the tip of a peninsula between the Pacific Ocean and San Francisco Bay, which are connected by the strait known as the Golden . It manages money for large endowments, foundations and pension plans and acts as the investment advisor Investment Advisor

1. A person making investment recommendations in return for a flat fee or percentage of assets managed, known as a commission.

2. For mutual fund companies, it is the individual who has the day-to-day responsibility of investing and monitoring the cash and
 of the Artisan Funds, a family of four no-load mutual funds No-load mutual fund

An open-end investment company whose shares are sold without a sales charge. There can be other distribution charges, however, such as Article 12B-1 fees. A true no-load fund has neither a sales charge nor a distribution fee.
.
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Publication:Business Wire
Geographic Code:1USA
Date:Feb 7, 2000
Words:458
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