STEC Responds to Nomination of Dissident Directors for 2013
13 February 2013 - 9:25AM
STEC, Inc. (Nasdaq:STEC), a leading global provider of solid-state
drive (SSD) technologies and products, today responded to the joint
13D/A filing notification made by Balch Hill LLC and Potomac
Capital Management LLC announcing their slate of seven candidates
to replace the entire STEC Board of Directors at the Company's
upcoming 2013 annual meeting of shareholders.
"We are disappointed that despite the good faith efforts of our
Board of Directors and management to engage in constructive
dialogue with Balch Hill and Potomac Capital, they have chosen to
discount our 2013 strategic plan to create shareholder value, and
instead focus on what we believe is an unnecessary, disruptive and
wasteful proxy contest to take control of STEC, all without paying
a premium to shareholders," said Mark Moshayedi, STEC's chief
executive officer and president. "As a constructive alternative to
this unproductive course, our Board has offered to initially
interview four of Balch Hill/Potomac nominees, and is committed to
formally present two of their nominees in the company's proxy to
stand for election to the Board as Director nominees at the 2013
annual meeting of shareholders.
"Management has already taken decisive action during the last
few months to achieve cost reductions that are expected to yield
savings of $8.8 million annually. Moreover, we continue to
implement aggressive measures to reposition the company from an
OEM-focused business model to an approach that also derives
significant sales from direct enterprise customers, which in our
view will create meaningful additional value for STEC's
shareholders. In contrast, we believe the dissident slate is
committed to advancing a narrow, self-serving agenda to take
control of STEC and potentially auction off the company for a price
significantly below the company's value, which clearly would not be
in the best interests of all STEC shareholders.
"STEC's Board and management team remain fully committed to
creating value for all shareholders through the successful
execution of the company's strategy."
The date for the 2013 annual meeting of shareholders has not yet
been announced and shareholders are not required to take any action
at this time with respect to the Balch Hill/Potomac Capital
nominees or otherwise. Additional information regarding the 2013
Annual Meeting will be provided at the appropriate time.
About STEC, Inc.
STEC, Inc. is a leading global provider of enterprise-class
solid-state drive (SSD) technologies and solutions tailored to meet
the high-performance, high-reliability and high-endurance needs of
today's data-intensive server and storage platforms. With
headquarters in Santa Ana, California, and locations worldwide,
STEC leverages almost two decades of solid-state knowledge and
experience to design, manufacture and deliver the most
comprehensive line of PCIe, SAS, SATA, and embedded SSDs on the
market today. In addition, STEC's EnhanceIO™ SSD Cache Software
enables IT managers to cost-effectively scale server application
performance. For more information, please visit
www.stec-inc.com.
STEC, the STEC logo, and EnhanceIO are either registered
trademarks or trademarks of STEC, Inc. in the United States and
certain other countries. All other trademarks or brand names
referred to herein are the property of their respective owners.
The STEC, Inc. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=1079
Safe Harbor Statement under the Private Securities
Litigation Reform Act of 1995. This release contains
forward-looking statements that involve risks and uncertainties,
including those statements concerning the constitution of STEC's
Board of Directors; the costs and management distractions
associated with a proxy contest; STEC's ongoing leadership;
dialogue with Balch Hill and Potomac Capital and other
shareholders; STEC's 2013 strategic plan; the creation of
shareholder value; expected cost savings; the repositioning of
STEC's OEM-focused business model to a more diverse one that
derives significant sales from direct enterprise customers; and the
evolving enterprise storage and server markets. Such
forward-looking statements are based on current expectations and
involve inherent risks and uncertainties, including factors that
could delay, divert or change any of them, and cause actual
outcomes and results to differ materially from current
expectations. Important factors that could cause actual results to
differ materially from those expressed or implied in
forward-looking statements are detailed in filings with the U.S.
Securities and Exchange Commission, made from time to time by STEC,
including its most recent Annual Report on Form 10-K, its
subsequent Quarterly Reports on Form 10-Q, and its subsequent
Current Reports on Form 8-K, which are available on the Investor
Relations section of STEC's website at www.stec-inc.com. The
information contained in this press release is a statement of
STEC's present intentions, beliefs or expectations. STEC may change
its intentions, beliefs or expectations, at any time and without
notice, based upon any changes in such factors, from STEC's
assumptions and otherwise. Except as required by law, STEC
undertakes no obligation to publicly release any revisions to any
forward-looking statements to reflect events or circumstances
occurring after the date thereof, or to reflect the occurrence of
unanticipated events.
CONTACT: Mitch Gellman
Vice President of Investor Relations
STEC, Inc.
(949) 260-8328
ir@stec-inc.com
Jerry Steach
Director, Public Relations
STEC, Inc.
(415) 222-9996
jsteach@stec-inc.com
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