Dissident Group Continues to Intentionally Mislead Zarlink Shareholders
12 July 2008 - 6:43AM
Marketwired
OTTAWA, CANADA (NYSE: ZL) today announced that despite repeated
requests by the Company, Scott Leckie, Daniel Owen and David Banks
("the Leckie Group" or "the dissidents") continue to willfully
mislead current Zarlink shareholders. The dissidents systematically
refuse to remove Adam Chowaniec, Hubert T. Lacroix and J. Spencer
Lanthier - who currently serve on the Management Board - from their
proposed slate. The Management nominees have repeatedly advised
that they have never consented to and refused to serve with the
five individuals nominated by the dissident shareholder group.
The Company believes the dissidents are deliberately misleading
Zarlink shareholders of the composition of their slate, due to a
lack of credibility and financial experience without the inclusion
of the three Management Directors. On July 9, 2008, Messrs.
Chowaniec, Lacroix and Lanthier issued a statement reconfirming
that they are committed to standing for election only as Management
nominees at the upcoming Annual and Special Meeting and also stated
that "the information contained in the dissidents' circular further
strengthens our belief that Management's plan for the Company
continues to be the best option for Zarlink's shareholders."
Important shareholder voting instructions
The Zarlink proxy to vote is YELLOW. Your vote is important,
regardless of how many shares you own. Voting is a very quick and
easy process. To be effective completed YELLOW proxies must be
received by 10:30 a.m. on July 21, 2008. Due to the limited time
available we recommend voting by Internet, telephone or facsimile
today or at least 24 hours in advance of the proxy cut-off. If you
have already voted using the dissident proxy you have every right
to change your vote as it is the later dated proxy that will be
counted.
We urge you to carefully consider the ramifications of your vote
and to submit your YELLOW proxy today FOR the election of the slate
of director nominees set out in the Zarlink Management Proxy
Circular. Please discard any proxy or related materials you may
receive from the Dissidents and vote using only the YELLOW form of
proxy. For ease of voting, Zarlink shareholders are encouraged to
vote using the Internet and entering their YELLOW control number.
Please visit www.zarlink.com for additional information.
Shareholders with questions or needing assistance in voting
their YELLOW proxy are encouraged to call Zarlink's proxy
solicitation agent, Georgeson (North American toll-free,
1-866-717-8088).
About Zarlink Semiconductor
For over 30 years, Zarlink Semiconductor has delivered
semiconductor solutions that drive the capabilities of voice,
enterprise, broadband and wireless communications. The Company's
success is built on its technology strengths including voice and
data networks, optoelectronics and ultra low-power communications.
For more information, visit www.zarlink.com.
Shareholders and other individuals wishing to receive, free of
charge, copies of the reports filed with the U.S. Securities and
Exchange Commission and Regulatory Authorities, should visit the
Company's web site at www.zarlink.com or contact Investor
Relations.
Certain statements in this press release constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties, and
other factors which may cause the actual results, performance or
achievements of the Company to be materially different from any
future results, performance, or achievements expressed or implied
by such forward-looking statements. Such risks, uncertainties and
assumptions include, among others, the following: our dependence on
the successful development and market introduction of new products;
our dependence on revenue generation from our legacy products in
order to fund development of our new products; our ability to
successfully integrate Legerity and any businesses acquired in the
future; any potential undisclosed liabilities associated with the
Legerity acquisition; our ability to operate profitably and
generate positive cash flows in the future; our dependence on our
foundry suppliers and third-party subcontractors; order
cancellations and deferrals by our customers; and other factors
referenced in our Annual Report on Form 20-F. Investors are
encouraged to consider the risks detailed in this filing.
Contacts: Zarlink Semiconductor Inc. Ed Goffin 613-270-7112
edward.goffin@zarlink.com
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