STEC Responds to Nomination of Dissident Directors for 2013
SANTA ANA, Calif., Feb. 12, 2013 (GLOBE NEWSWIRE) -- STEC, Inc. (Nasdaq:STEC),
a leading global provider of solid-state drive (SSD) technologies and
products, today responded to the joint 13D/A filing notification made by Balch
Hill LLC and Potomac Capital Management LLC announcing their slate of seven
candidates to replace the entire STEC Board of Directors at the Company's
upcoming 2013 annual meeting of shareholders.
"We are disappointed that despite the good faith efforts of our Board of
Directors and management to engage in constructive dialogue with Balch Hill
and Potomac Capital, they have chosen to discount our 2013 strategic plan to
create shareholder value, and instead focus on what we believe is an
unnecessary, disruptive and wasteful proxy contest to take control of STEC,
all without paying a premium to shareholders," said Mark Moshayedi, STEC's
chief executive officer and president. "As a constructive alternative to this
unproductive course, our Board has offered to initially interview four of
Balch Hill/Potomac nominees, and is committed to formally present two of their
nominees in the company's proxy to stand for election to the Board as Director
nominees at the 2013 annual meeting of shareholders.
"Management has already taken decisive action during the last few months to
achieve cost reductions that are expected to yield savings of $8.8 million
annually. Moreover, we continue to implement aggressive measures to reposition
the company from an OEM-focused business model to an approach that also
derives significant sales from direct enterprise customers, which in our view
will create meaningful additional value for STEC's shareholders. In contrast,
we believe the dissident slate is committed to advancing a narrow,
self-serving agenda to take control of STEC and potentially auction off the
company for a price significantly below the company's value, which clearly
would not be in the best interests of all STEC shareholders.
"STEC's Board and management team remain fully committed to creating value for
all shareholders through the successful execution of the company's strategy."
The date for the 2013 annual meeting of shareholders has not yet been
announced and shareholders are not required to take any action at this time
with respect to the Balch Hill/Potomac Capital nominees or otherwise.
Additional information regarding the 2013 Annual Meeting will be provided at
the appropriate time.
About STEC, Inc.
STEC, Inc. is a leading global provider of enterprise-class solid-state drive
(SSD) technologies and solutions tailored to meet the high-performance,
high-reliability and high-endurance needs of today's data-intensive server and
storage platforms. With headquarters in Santa Ana, California, and locations
worldwide, STEC leverages almost two decades of solid-state knowledge and
experience to design, manufacture and deliver the most comprehensive line of
PCIe, SAS, SATA, and embedded SSDs on the market today. In addition, STEC's
EnhanceIO^™ SSD Cache Software enables IT managers to cost-effectively scale
server application performance. For more information, please visit
STEC, the STEC logo, and EnhanceIO 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
The STEC, Inc. logo is available at
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995. This release contains forward-looking statements that involve risks and
uncertainties, including those statements concerning the constitution of
STEC's Board of Directors; the costs and management distractions associated
with a proxy contest; STEC's ongoing leadership; dialogue with Balch Hill and
Potomac Capital and other shareholders; STEC's 2013 strategic plan; the
creation of shareholder value; expected cost savings; the repositioning of
STEC's OEM-focused business model to a more diverse one that derives
significant sales from direct enterprise customers; and the evolving
enterprise storage and server markets. 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 cause
actual outcomes and results to differ materially from current expectations.
Important factors that could cause actual results to differ materially from
those expressed or implied in forward-looking statements are detailed in
filings with the U.S. Securities and Exchange Commission, made from time to
time by STEC, including its most recent Annual Report on Form 10-K, its
subsequent Quarterly Reports on Form 10-Q, and its subsequent Current Reports
on Form 8-K, which are available on the Investor Relations section of STEC's
website at www.stec-inc.com. The information contained in this press release
is a statement of STEC's present intentions, beliefs or expectations. STEC may
change its intentions, beliefs or expectations, at any time and without
notice, based upon any changes in such factors, from STEC's assumptions and
otherwise. Except as required by law, STEC undertakes no obligation to
publicly release any revisions to any forward-looking statements to reflect
events or circumstances occurring after the date thereof, or to reflect the
occurrence of unanticipated events.
CONTACT: Mitch Gellman
Vice President of Investor Relations
Director, Public Relations
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