Atmel Shareholders Urged to Vote on New Green Proxy Card at Special Meeting.Shareholders Must Act Now to Protect Their Investment SAN JOSE San Jose, city, United States San Jose (sănəzā`, săn hōzā`), city (1990 pop. 782,248), seat of Santa Clara co., W central Calif.; founded 1777, inc. 1850. , Calif. -- The Independent Nominees to the Board of Directors of Atmel Corporation (Nasdaq: ATML ATML Automatic Test Markup Language ATML Automated Test Markup Language ) (the "Independent Nominees") today urged Atmel shareholders to use the new green proxy card A proxy card is an easily-acquired or home-made substitute for a collectible card. A proxy is used when a collectible card game player does not own a card, and it would be impractical for such purposes to acquire the card. mailed to Atmel shareholders of record as of April 5, 2007. As announced on May 11, 2007, this new card will enable shareholders to vote for either the entire slate of Independent Nominees or a partial slate at the Special Meeting of Atmel Shareholders on May 18, 2007. The green proxy card was changed following a report issued by Institutional Shareholder Services ("ISS ISS See Institutional Shareholder Services (ISS). "). ISS has recommended that shareholders elect Independent Nominee Brian S The name Brian (sometimes spelled Bryan) comes from an Irish backround. It is of Celtic origin and its meaning may be "hill" or "strong, noble, and high"[1]. . Bean to the Atmel board and remove Chaiho Kim, one of Atmel's incumbent directors. The Independent Nominees stated: "We urge shareholders to remove Mr. Kim, at a minimum, as ISS has recommended, and vote for Brian Bean. We also encourage shareholders to consider our full slate Any political party or faction that seeks to form a majority in a parliament or on a board of directors or other responsible body typically must run a full slate if only to demonstrate that they have the capacity to attract the talent to fill every position with some person, even if that of nominees who can provide the independent oversight that ISS noted is needed at the board. We are committed to a swift implementation of the only plan that will truly enhance the value of shareholders' investment in Atmel. "This is a critical moment for the future of Atmel. The Company's performance is rapidly deteriorating under the incumbent board, and shareholders must act now to protect their investment. We are offering a legitimate plan - not just a series of empty promises like the incumbent board and management team - and we have publicly identified specific lower margin, slow growth and capital intensive businesses we need to exit in order to make Atmel a pure-play microcontroller A single chip that contains the processor (the CPU), non-volatile memory for the program (ROM or flash), volatile memory for input and output (RAM), a clock and an I/O control unit. company. Our plan should achieve gross margins in excess of 50% and operating margins Operating Margin A ratio used to measure a company's pricing strategy and operating efficiency. Calculated by: of 25%. "Under the incumbent board, Atmel is a $1.6 billion revenue business with a multiple of 1.6 times revenue. Conversely, under our plan, we expect Atmel to be a high-growth pure-play microcontroller business, initially with a $900 million revenue business and a multiple of 5-6 times revenue. The difference could be as much as $2 billion. "We have also committed to return value to shareholders through a significant share repurchase Share Repurchase A program by which a company buys back its own shares from the marketplace, reducing the number of outstanding shares. This is usually an indication that the company's management thinks the shares are undervalued. and to place the right leaders at the helm of Atmel, including a highly qualified and experienced CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. that will reposition and restructure the company. We urge shareholders to vote the new green proxy card today." ATMEL SHAREHOLDERS ARE STRONGLY URGED TO SIGN AND RETURN THE NEW GREEN PROXY CARD, EVEN IF THEY SIGNED AND RETURNED THE PREVIOUS PROXY CARD. Atmel shareholders can review the Independent Nominees' plan, credentials and other important information at www.improveatmel.com or www.sec.gov. This press release contains forward looking statements which are included solely for the purpose of illustrating how the nominees plan to increase shareholder value so that you can cast an informed vote at the May 18, 2007 Special Meeting of Shareholders. As you know, predictions of future results are inherently uncertain and future results may differ materially from those set forth in these forward looking statements. While these forward looking statements were prepared based on the best information available to George Perlegos and the nominees, they were not prepared with the benefit of access to the company's books and records and the accuracy and completeness of financial and other information obtained from publicly available sources and used in preparing these forward looking statements has not been independently verified. As a result, there can be no assurance that the estimates and assumptions underlying these forward looking statements conform to Verb 1. conform to - satisfy a condition or restriction; "Does this paper meet the requirements for the degree?" fit, meet coordinate - be co-ordinated; "These activities coordinate well" the current state of affairs at the company, that the nominees, if elected and having the benefit of access to the company's books and records, will not determine that the best interests of shareholders require that modifications be made to the implementation of their plan to increase shareholder value or that the results or performance of the company as a result of the implementation of the nominees' plan to increase shareholder value, whether or not modified, will not differ materially from the forward looking statements contained in this press release. This press release constitutes proxy solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual material and is intended solely to inform shareholders so that they may cast an informed vote at the Special Meeting of Shareholders. Except as provided by the federal securities laws, this press release may not be relied upon or used for any other purpose, including for purposes of making an investment decision with respect to the company's securities. Shareholders are advised to read the definitive proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. and other documents related to the solicitation of proxies filed by George Perlegos for use at the May 18, 2007 Special Meeting of Shareholders because they contain important information. The definitive proxy statement and a form of proxy have been mailed to shareholders of the company and, along with other relevant documents, are available at no charge at the Securities and Exchange Commission's website at http://www.sec.gov or by contacting Mackenzie Partners, Inc. by telephone at (800) 322-2885 or by e-mail at proxy@mackenziepartners.com. Information relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc George Perlegos and the nominees, who are the participants in the proxy solicitation, is contained or referred to in the definitive proxy statement. |
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