Arrow International (Reading, Pennsylvania) yesterday reported that it has dismissed its CEO and chairman, Carl Anderson Jr, and selected an interim president and CEO.

In a statement, the company said it had “lost confidence” in Anderson’s leadership after four years. During that period it said it had pursued Anderson’s “strategic and operations plans” but that the company “has repeatedly failed to meet the sales and earnings targets.”

The announcement was accompanied by a report that the company faces a takeover action by the McNeil Trust which is offering its own full slate of directors.

Philip Fleck was named to serve as interim president/CEO while a special committee of the board evaluates what it called “strategic alternatives.”

Arrow also reported the election of R. James Macaleer as its non-executive chairman.

Macaleer said that Fleck has “30 years of experience with Arrow ... and he has the full faith and trust of the board. Phil will serve in this capacity until a permanent CEO is appointed or until his services are no longer required due to any strategic alternative ... .”

Among those alternatives is a buy-out. The company in early May put out a “for sale” sign in a public way — reporting the formation of a committee to explore alternatives — though it was rumored that it had been offering feelers to be purchased for some time.

The company also acknowledged receiving notice from the McNeil Trust of its intent to nominate five persons for election as directors at the company’s annual meeting, plus three it already indicated it would nominate.

Election of this eight-person slate, Arrow said, would result in a company takeover by McNeil — which owns just 10% of the company’s shares — “without the McNeil Trust purchasing any additional shares of company stock or paying any premium to all other shareholders for this control.”

Arrow said that the notice does not comply with the provisions of its by-laws but that it is not planning to prevent the nomination of the McNeil applicants on those grounds.

It designated Aug. 31 as the date for the next annual meeting, to select directors “as well as any strategic alternatives” developed by the company.

Macaleer said, “Holding the annual meeting after the Special Committee has completed its work is the best way to ensure that shareholders have an opportunity to have a full and fair vote on the widest set of options.”

Fleck, the company’s interim CEO, was employed by the company from 1975 until his retirement in 2005. From 1975 to 1986, he was an engineering manager with the company; from 1986 to 1994, he was VP of research and engineering; and from 1994 to January 1999, he was VP of research and manufacturing. He served as president/COO from January 1999 until January 2005.

The company also reported that it expects FY07 sales and EPS to come in near the low end of targets provided in its second quarter press release of March 27. At that time, Arrow expected earnings of $1.40 to $1.48 a share on revenue of $515 million to $525 million.

Shares of Arrow rose 26 cents to $38.35 in afternoon trading.

Arrow manufactures disposable catheters and related products for critical and cardiac care used primarily by anesthesiologists, critical care specialists, surgeons, emergency and trauma physicians, cardiologists and interventional radiologists.