Georgia Gulf, he felt, would have to do something, and that something would amount to $60 a share.
Georgia Gulf was up 1 1/2, to 65, after a large brokerage firm recommended the chemical company.
A spokesman for Georgia Gulf said the company would have no comment on the filing.
"How can you wage a proxy fight with Lockheed and bid for Georgia Gulf at the same time?"
Georgia Gulf said the recapitalization would become effective around the end of this week, once financing is arranged.
Georgia Gulf makes products for the construction, chemicals and plastics industries.
Georgia Gulf +182.1 Aided by emphasis on high margin chemicals.
Georgia Gulf said in a statement that it had decided that a recapitalization was the best way for the company to benefit its stockholders.
Georgia Gulf said its proposal could be worth up to $55 a share.
Twenty other families then agreed to sell to Georgia Gulf for $1.2 million.