Additional Proxy Soliciting Materials (definitive) (defa14a)
09 June 2020 - 8:02PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
(RULE
14a-101)
SCHEDULE
14A INFORMATION
PROXY
STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE
ACT OF 1934
(AMENDMENT
NO. )
Filed
by the Registrant [X]
Filed
by a Party other than the Registrant [ ]
Check
the appropriate box:
[ ]
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Preliminary
Proxy Statement
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[ ]
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Confidential,
For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
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[ ]
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Definitive
Proxy Statement
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[X]
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Definitive
Additional Materials
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[ ]
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Soliciting
Material under §240.14a-12
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Vislink
Technologies, Inc.
(Name
of Registrant as Specified In Its Charter)
(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check the appropriate box):
[X]
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No
fee required
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[ ]
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
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(1)
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Title
of each class of securities to which transaction applies:
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(2)
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Aggregate
number of securities to which transaction applies:
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(3)
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Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
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(4)
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Proposed
maximum aggregate value of transaction:
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(5)
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Total
fee paid:
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[ ]
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Fee
paid previously with preliminary materials.
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[ ]
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Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the form or Schedule and the date
of its filing.
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(1)
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Amount
Previously Paid:
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(2)
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Form,
Schedule or Registration Statement No.:
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(3)
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Filing
Party:
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(4)
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Date
Filed:
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EXPLANATORY
NOTE
On
June 8, 2020, Vislink Technologies, Inc. (the “Company”) distributed a letter by e-mail (the “Letter”)
from Carleton “Mickey” Miller, the Company’s Chief Executive Officer, to the Company’s shareholders regarding
the Company’s upcoming Annual Meeting of Shareholders scheduled to be held on Wednesday, June 17, 2020. The Letter supplements
the Definitive Proxy Statement that the Company filed with the Securities and Exchange Commission (the “SEC”) on March
30, 2020, and the Definitive Additional Materials that the Company filed with the SEC on April 17, 2020, April 21, 2020, May 7,
2020, May 21, 2020, June 2, 2020 and June 4, 2020.
Below
is a copy of the Letter.
Dear
Vislink Technologies Shareholder,
Did
you see our equipment in action during the recent NASA/SpaceX launch? This was very exciting for our team, but not surprising.
Our technology is used behind the scenes in many areas of our daily lives.
This
is just one of the reasons I joined Vislink in January 2020. I saw a company that had great people and technology, a solid customer
base, and a promising future.
I
want to take this opportunity to speak with you about our commitment to our shareholders.
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We
will make investment decisions based on long-term growth and shareholder value, making bold accretive investments when we
see opportunities to gain market share and leadership advantage.
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We
will continue to develop a cost-conscious culture that spends wisely. We believe in a lean organization with nimble, but scalable
operations for growth.
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We
will leverage emerging technologies such as machine learning, 5G, cloud and edge computing to bring unique, differentiated
experiences to our markets.
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We
will be a customer-focused organization in every aspect of our business.
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We
will continue to make sophisticated products that are reliable and easy-to-use.
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Here
is what we’ve accomplished in my first 90 days as CEO.
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In
March 2020, Vislink introduced IPLink 3.0—our next generation microwave radio to our product offerings, which allows
operators to double data capacity all within the same RF channel bandwidth. Learn more here.
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We
took actions to put Vislink’s finances on a stable footing and provide a pathway to future business success. We implemented
an OPEX cost reduction plan aligning costs with revenue, and have already achieved considerable savings, particularly in general
and administrative expenses through headcount and other cost reductions. We expect to record additional cost savings in subsequent
quarters.
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We
optimized our supply chain, which has improved our ability to deliver our backlog and capture new business.
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We
focused our teams in four solution areas: Live Event Production, Military/Government, Satellite Communications, and Managed
Service. We hired new operational leadership to lead these areas to focus on targeted product differentiation and customer-focused
decision-making.
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We
have taken the necessary steps to weather the potential economic slowdown caused by the effects of COVID-19, including securing
funding under the Paycheck Protection Program and maintaining essential business operations. To proactively manage our costs
our Board of Directors and our entire team have taken a 40% salary reduction for Q2.
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If
you have not yet voted upon the proposals ahead of our upcoming annual meeting of stockholders, which has been adjourned to Wednesday,
June 17, 2020, we specifically request that you do so as soon as possible and that you support the recommendations of our Board
to vote “YES” for each proposal. If you have already voted “NO” on Proposal 3, we urge you to reconsider
your vote. Your vote is important regardless of the number of shares you own. Furthermore, if you were a holder of record on February
20, 2020 and have since sold your shares, you are still entitled to vote.
There
are three key reasons that we may want to implement a reverse split: we want to remain listed on Nasdaq, attract institutions
that will support our stock, and be in a position to use our stock for an accretive growth acquisition.
How
do I vote?
Call
our proxy solicitor, Laurel Hill Advisory Group, at 1-888-742-1305.
If
you prefer that someone give you a call, click here.
Thank
you for taking the time to vote and for your continued interest in Vislink.
Very
truly yours,
Carleton
“Mickey” Miller
Chief
Executive Officer
Email:
cmm@vislink.com
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