Xyratex Ltd and Baker Street Reach an Agreement
Vadim Perelman and Ken Traub to Join Xyratex Board of Directors
HAVANT, United Kingdom, April 2, 2013
HAVANT, United Kingdom, April 2, 2013 /PRNewswire/ --Xyratex Ltd (Nasdaq:
XRTX) ("Xyratex"), a leading provider of data storage technology, and its
largest shareholder, Baker Street Capital Management, LLC ("Baker Street"),
jointly announced today that they have reached an agreement regarding, among
other things, the composition of the board of directors of Xyratex (the
"Board"). Under the terms of the agreement two directors recommended by Baker
Street, Vadim Perelman and Ken Traub, will join the Board.
Mr. Perelman has been appointed to the Board effective April 2, 2013 resulting
in a seven-member Board. Mr. Perelman will serve as a Class I director with a
term expiring at the 2013 annual general meeting of shareholders, and he will
be nominated for shareholder approval at Xyratex's 2013 annual general
meeting. Mr. Traub will be appointed to the Board promptly following
Xyratex's 2013 annual general meeting and will serve as a Class III director
with a term expiring at the 2014 annual general meeting of shareholders.
Mr. Perelman is the managing member of Baker Street and brings to the Board
investing and capital markets experience. Mr. Traub has extensive experience
as a senior executive and director of public companies.
Under the terms of the agreement, Baker Street, which beneficially owns
approximately 22.9% of the outstanding Xyratex common shares, has agreed to
vote in favor of the Class I director nominees recommended by the Board and
all other matters recommended for shareholder approval by the Board at
Xyratex's 2013 annual general meeting. Baker Street has also agreed to
certain standstill provisions. Xyratex has agreed that the size of the Board
will be set at seven directors after both Mr. Perelman and Mr. Traub join the
"We are pleased that we were able to reach this agreement with Baker Street
which we believe will help us enable Xyratex to realize its significant
potential," said Jonathan Brooks, Chairman of the Board. "We welcome Vadim and
Ken to our Board and look forward to continuing to work constructively with
Mr. Perelman added, "We are pleased to have worked successfully with Xyratex
to reconstitute the Board and are confident that the change will be positive
for Xyratex and its shareholders. Ken and I are both looking forward to
working constructively with the other members of the Board to serve the best
interests of the company's shareholders."
The agreement between Xyratex and Baker Street will be attached as an exhibit
to Xyratex's Current Report on Form 6-K to be furnished to the Securities and
Safe Harbor Statement
This press release contains forward-looking statements. These statements
relate to future events or future financial performance and can be identified
by terminology such as "may," "will," "should," "expects," "intends," "plans,"
"anticipates," "believes," "estimates," "predicts," "projects," "potential,"
"continue," or the negative of these terms or other comparable terminology.
These statements are only predictions and involve known and unknown risks,
uncertainties and other factors that may cause actual results, levels of
activity, performance or achievements to differ materially from any future
results, levels of activity, performance or achievements expressed or implied
by these forward-looking statements. These risks and other factors include
those listed under "Risk Factors" and elsewhere in Xyratex's Annual Report on
Form 20-F as filed with the Securities and Exchange Commission (File No.
Xyratex is a leading provider of data storage technology, including modular
solutions for the enterprise data storage industry and hard disk drive (HDD)
capital equipment for the HDD industry. Xyratex enterprise data storage
platforms provide a range of advanced, scalable data storage solutions for the
Original Equipment Manufacturer and High Performance Computing communities. As
the largest capital equipment supplier to the HDD industry, Xyratex enables
disk drive manufacturers and their component suppliers to meet today's
technology and productivity requirements. Xyratex has over 25 years of
experience in research and development relating to disk drives, storage
systems and manufacturing process technology.
Founded in 1994 in an MBO from IBM, and with headquarters in the UK, Xyratex
has an established global base with R&D and operational facilities in North
America, Asia and Europe.
SOURCE Xyratex Ltd
Contact: Vice President of Investor Relations, Brad Driver, +1 (510) 687-5260,
firstname.lastname@example.org, www.xyratex.com; Baker Street Capital Management, LLC,
Vadim Perelman, (310) 246-0345, email@example.com
Press spacebar to pause and continue. Press esc to stop.