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Del Global Technologies Corp. Shareholders to Seek Board Representation at May 14th Annual Meeting.


Business Editors

NEW YORK--(BUSINESS WIRE)--March 31, 2003

A group of Del Global Technologies Corp. (Pink Sheets: DGTC.PK) shareholders today announced that they have nominated nom·i·nate  
tr.v. nom·i·nat·ed, nom·i·nat·ing, nom·i·nates
1. To propose by name as a candidate, especially for election.

2. To designate or appoint to an office, responsibility, or honor.
 a slate of three candidates for election to the Del Global Board of Directors at the Company's annual meeting of shareholders scheduled for May 14, 2003.

The group includes Steel Partners II, L.P., an investment partnership controlled by Warren Lichtenstein Warren G. Lichtenstein is the head of Steel Partners, a fund based in New York City that focuses on deep value and special situations investing, and holds its average investment for approximately five years. , and private investment partnerships managed by investor David W. Wright. In addition to Mr. Wright, the group will solicit proxies for the election of venture capitalist Venture Capitalist

An investor who provides capital to either start-up ventures or support small companies who wish to expand but do not have access to public funding.

Notes:
Venture capitalists usually expect higher returns for the additional risks taken.
 and nationally recognized corporate governance Corporate Governance

The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law.
 consultant Gerald M. Czarnecki, and nationally recognized corporate governance expert Suzanne M. Hopgood, President of The Hopgood Group, LLC (Logical Link Control) See "LANs" under data link protocol.

LLC - Logical Link Control
 and former President, 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.  and a director of Houlihan's Restaurant Group, Inc. Ms. Hopgood has extensive experience in corporate workouts, turnarounds and restructurings. Mr. Wright commented, "We believe these nominees meet the high standards that Del Global's shareholders must demand."

Members of the group currently own in the aggregate 1,234,862 shares, or 11.9% of the outstanding shares of Del Global common stock. As significant shareholders, the group had approached the Company privately with its nominations and was turned away. The current directors of Del Global neither contacted nor interviewed any of the group's nominees. Subsequently, Del Global's CEO offered a seat on the Board to Mr. Wright only. Mr. Wright declined the offer as he believes that it would not result in significant change or address any concerns with respect to corporate governance issues.

Mr. Wright commented, "the Company's corporate governance compass seems to be broken. Current management has escaped assessment by the true owners of the Company, the shareholders, for far too long. In fact, Del Global's last shareholders meeting was held over three years ago." Noting that the current Board must be called to account for the Company's dismal dis·mal  
adj.
1. Causing gloom or depression; dreary: dismal weather; took a dismal view of the economy.

2.
 operating results and poor corporate governance record, Mr. Wright stated that a board of directors dedicated to real shareholder democracy and responsible governance is needed if the market is ever going to reflect the true value of Del Global's businesses. "We are offering the Del Global shareholders the opportunity to elect that very board at the May 14th Annual Meeting." he concluded.

Certain Information Concerning Participants

Steel Partners II, L.P. ("Steel") intends to make a preliminary filing with the SEC of proxy materials Proxy Materials

Documents regulated by the Securities & Exchange Commission in which a public company outlines its methods and procedures. These documents are used to inform shareholders and solicit votes for corporate decisions, such as the election of directors and other
 to be used to solicit votes for the election of its nominees at the annual meeting of shareholders of Del Global Technologies Corp. (the "Company") scheduled for May 14, 2003.

Steel strongly advises all shareholders of the Company to read the 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.
 when it is available because it will contain important information. Such proxy statement will be available at no charge on the SEC's web site at http://www.sec.gov. In addition, the participants in any 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
 will provide copies of the proxy statement without charge upon request. Requests for copies should be directed to the participants' proxy solicitor Proxy Solicitor

A specialist (firm) hired to gather proxy votes.
, Innisfree M&A Incorporated, at its toll-free number: 888-750-5834.

The participants in the anticipated proxy solicitation are Steel, WebFinancial Corporation ("WebFinancial"), Warren G. Lichtenstein, Henry Partners, L.P. ("Henry Partners"), Matthew Partners, L.P. ("Matthew Partners"), Henry Investment Trust, L.P. ("HIT"), Canine canine
 or canid

Any domestic or wild dog or doglike mammal (e.g., wolf, jackal, fox) in the family Canidae, found throughout the world except in Antarctica and on most ocean islands.
 Partners, L.L.C. ("Canine"), David W. Wright, Gerald M. Czarnecki and Suzanne M. Hopgood.

Steel is the beneficial owner Beneficial Owner

A person who enjoys the benefits of ownership even though title is in another name.

Notes:
For example, when shares of a mutual fund are held by a custodian bank or when securities are held by a broker in street name, the true owner is the beneficial
 of 903,216 shares of Common Stock of the Company. As the sole executive officer and managing member of the general partner of Steel, Warren G. Lichtenstein may be deemed to beneficially own the shares of Common Stock of the Company owned by Steel.

WebFinancial Corporation is the beneficial owner of 28,646 shares of Common Stock of the Company. Mr. Lichtenstein is the President, Chief Executive Officer and a director of WebFinancial. Mr. Lichtenstein disclaims beneficial ownership of the shares of Common Stock of the Company owned by WebFinancial.

Henry Partners is the beneficial owner of 233,000 shares of Common Stock of the Company. Matthew Partners is the beneficial owner of 114,298 shares of Common Stock of the Company (including 52,298 shares issuable upon the exercise of warrants, at a price of $2.00 per share, exercisable in full upon the effectiveness of a registration statement on Form S-1 (SEC File No. 333-103148) filed by the Company covering the shares underlying the warrants).

HIT, as the general partner of each of Henry Partners and Matthew Partners, may be deemed to beneficially own the 233,000 shares owned by Henry Partners and the 114,298 shares owned by Matthew Partners.

Canine, as the general partner of HIT, which in turn is the general partner of each of Henry Partners and Matthew Partners, may be deemed to beneficially own the 233,000 shares owned by Henry Partners and the 114,298 shares owned by Matthew Partners.

Mr. Wright, as the President of Canine, the general partner of HIT, which in turn is the general partner of each of Henry Partners and Matthew Partners, may be deemed to beneficially own the 233,000 shares owned by Henry Partners and the 114,298 shares owned by Matthew Partners. In addition, Mr. Wright owns directly 8,000 shares of Common Stock of the Company.

Additional information regarding Steel, WebFinancial, Warren G. Lichtenstein, Henry Partners, Matthew Partners, HIT, Canine, David W. Wright, Gerald M. Czarnecki and Suzanne M. Hopgood is included in their Schedule 13D Schedule 13D

An form that must be filed with the SEC under Rule 13D when a person or group acquiring more than 5% of any class of a company's shares to disclose this information within 10 days of the transaction.
, as amended, jointly filed with the SEC on March 27, 2003.
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Publication:Business Wire
Geographic Code:1USA
Date:Mar 31, 2003
Words:914
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