Additional Proxy Soliciting Materials (definitive) (defa14a)
March 15 2013 - 4:02PM
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
Filed by the
Registrant
x
Filed by a
Party other than the Registrant
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Check the
appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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STEC, Inc.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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Fee paid previously with preliminary materials.
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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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The following is a press release issued by STEC, Inc. (STEC) on March 14, 2013. The press
release was also posted to the Investor Relations/News (Financial and Press) section of STECs website,
www.stec-inc.com
.
STEC Responds to Balch Hill and Potomac Capitals
Open Letter to STECs Shareholders
SANTA ANA, Calif., March 14, 2013 (GLOBE NEWSWIRE) STEC, Inc. (NASDAQ: STEC), a leading global provider of solid-state storage solutions, today confirmed that settlement discussions to avert a
proxy contest with Balch Hill and Potomac Capital have broken down, as noted in an open letter they sent to STEC shareholders.
STEC has
gone to great lengths to offer a reasonable compromise to the two parties, which would have included giving them a meaningful presence on our Board allowing a constructive and collaborative path forward, said Kevin C. Daly, Ph.D., chairman of
STECs Board of Directors. We are disappointed that the dissidents have decided to pursue this wasteful course of action. The Board and management team remain fully committed to creating value for all shareholders, and that remains our
focus.
The date for the 2013 Annual Meeting has not yet been announced.
About STEC, Inc.
STEC, Inc. is a leading provider of enterprise-class, solid-state storage
solutions designed for the ever-growing performance, reliability and endurance requirements of todays advanced data centers. The industrys first company to deploy solid-state drives (SSDs) into large-scale enterprise environments, STEC
offers the industrys widest range of solid-state storage solutions, which protect critical information for major business and government organizations worldwide. Headquartered in Santa Ana, California, STEC also serves the embedded and
military/aerospace markets with SSDs for industrial and rugged environments. For more information, visit
www.stec-inc.com
.
For
information about STEC and to subscribe to STECs Email Alerts service, please visit STECs web site at
www.stec-inc.com
, click on the blue Investors tab at the top of the home page and then click Email
Alerts.
STEC and the STEC logo 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.
Safe Harbor Statement under
the Private Securities Litigation Reform Act of 1995
. This press release contains forward-looking statements that involve risks and uncertainties, including, but not limited to, statements concerning or related to matters to be presented at
STECs 2013 annual meeting of shareholders. 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 could cause actual
outcomes and results to differ materially from current expectations. Although STEC believes that the forward-looking statements contained in this release are reasonable, it can give no assurance that its expectations will be fulfilled. Additional
important factors which could cause actual results to differ materially from those expressed or implied in the forward-looking statements are detailed in filings with the Securities and Exchange Commission made from time to time by STEC, including
its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and its Current Reports on Form 8-K. Special attention is directed to the portions of those documents entitled Risk Factors and Managements Discussion and
Analysis of Financial Condition and Results of Operations. The information contained in this press release is a statement of STECs present intention, belief or expectation. STEC may change its intention, belief, or expectation, at any
time and without notice, based upon any changes in such factors, in STECs assumptions or otherwise. Except as required by law, STEC undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events
or circumstances occurring after the date hereof, or to reflect the occurrence of unanticipated events.
Additional Information
STEC will prepare and file a proxy statement in connection with its 2013 Annual Meeting of Shareholders (the 2013 Annual Meeting). When completed, a proxy statement and a form of proxy will be
mailed to shareholders.
STECs shareholders are urged to read the proxy statement when available because it will contain important information
. Once filed with the SEC, a copy of the proxy statement and other relevant documents will
be available on the SECs website at
http://www.sec.gov
and a copy may be obtained without charge upon request (by mail or telephone) to STEC, Inc., Attn: Corporate Secretary, 3001 Daimler Street, Santa Ana, California 92705-5812,
telephone: (949) 476-1180, or from the Investor Relations section of STECs website,
www.stec-inc.com
.
STEC and
certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies in connection with the election of directors at the 2013 Annual Meeting. Information regarding STECs directors and executive
officers, including their ownership of STEC common stock, can be found in STECs 2012 Annual Meeting proxy statement filed with the SEC on April 3, 2012. Shareholders will be able to obtain additional information regarding STECs
directors and executive officers, including their interests, by reading STECs 2013 Annual Meeting proxy statement and other relevant documents, when filed with the SEC.
# # #
CONTACTS:
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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