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The Honolulu Advertiser

Posted on: Friday, May 18, 2001

Venerable Bay Area firm fights to stay private

Associated Press

OAKLAND, Calif. — Going public is a coveted rite of passage for most companies in the San Francisco Bay area, where stock options are nearly as abundant as computer chips.

But becoming a publicly held company is unthinkable at Crowley Maritime Corp., a venerable marine transport company whose Bay Area roots date back to the days of the buggy whip. Crowley Maritime had a scheduled barge service to Hawaii for several years until about 1991, then reduced it to only occasional service.

"Crowley has been around 109 years and has built its culture around being a private, family-owned business," CEO Thomas Crowley Jr. assured a small gathering of shareholders yesterday. "We will do whatever we need to do to stop us from being forced to go public."

Until this week, the Oakland-based company was in danger of crossing a line that federal regulators use to determine whether a company must open its books to the world by filing detailed quarterly reports with the Securities and Exchange Commission.

Regulators require the filings for companies with at least 500 shareholders and as, of April 13, Crowley Maritime had 480 shareholders — up from 220 shareholders in March 2000.

Crowley Maritime decided to thin its stockholder ranks by making a $1,540-per-share offer to all investors with 10 or fewer shares in the company.

The offer represented a premium above the most recent asking price of $1,000 for the stock, according to the company's tender offer. But the company's offer was lower than the stock's $1,600 value at the end of 1999.

Ninety-nine shareholders cashed in on Crowley's offer, costing the company $462,000, the company announced at its closely guarded shareholders meeting yesterday. The Associated Press attended the meeting as the proxy for a Crowley Maritime shareholder.

Crowley Maritime figures it will save money in the long run by remaining private. If the company were governed by the SEC rules, Crowley Maritime estimates it would spend about $500,000 annually to comply with the disclosure requirements. The damage from sharing the company's secrets would be even greater, executives told shareholders yesterday.

"We would lose one of our key competitive advantages if we were to become public," Thomas Crowley Jr. said. "We don't want to share any of our information with our rivals, the labor unions that represent our employees or customers."