Shareholders Urged to Vote "FOR" Zarlink's Slate of Directors
July 17 2008 - 9:29AM
Marketwired
OTTAWA, CANADA (NYSE: ZL) urged shareholders to vote FOR the
reelection of Zarlink's slate of nominees for the Board of
Directors and reject the five individuals nominated by Scott
Leckie, Daniel Owen and David Banks ("the Leckie Group"). All of
Zarlink's eight current directors are standing for reelection at
the Company's Annual and Special Meeting of Shareholders on July
23, 2008.
The text of the advertisement follows:
Three Leading Proxy Advisory Firms Recommend that Zarlink
Shareholders Reject the Dissident Nominees
Scott Leckie and two others holding only 5.9% of Zarlink's
shares are aiming to seize control of the company by replacing your
CEO, Chairman and the majority of the Board of Directors with their
own nominees.
RiskMetrics, Glass, Lewis & Co., and PROXY Governance have
all called for Zarlink shareholders to REJECT the dissident
slate.
Zarlink's Experienced Board of Directors and Management are:
- Focusing the Business: The Board and management are extremely
active in evaluating Zarlink's lines of business, product portfolio
and the demands of an ever-changing market to ensure the Company is
positioned for success.
- Targeting the Right Markets Through Full Solutions: Zarlink
delivers higher-value solutions that solve key problems for our
customers.
- Establishing Clear Leadership in Target Growth Markets:
Zarlink boasts key market-leading customers in each sector.
- Demonstrating Significantly Improved Financial Performance:
The Company has demonstrated revenue growth and improved margins
while significantly lowering costs over recent quarters.
To ensure your vote counts vote the YELLOW PROXY today or no
later than 4PM Toronto time Sunday, July 20, 2008 at
www.zarlink.com.
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 by 4PM Toronto time Sunday, July 20, 2008. 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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