Intevac Expands Its Board of Directors with Appointment of New Independent
SANTA CLARA, Calif. -- December 10, 2013
Intevac, Inc. (NASDAQ:IVAC) today announced that it has appointed Matthew
Drapkin to its Board of Directors, effective immediately. Mr. Drapkin is a
founding partner of Becker Drapkin Management, a Dallas-based investment firm
that beneficially owns approximately 4.5% of Intevac’s outstanding common
stock and is one of Intevac’s largest stockholders. With the addition of Mr.
Drapkin, Intevac’s Board of Directors will be expanded to eight directors, six
of whom are independent.
“We are pleased to welcome Matt to our Board of Directors and look forward to
his contributions,” said Norman Pond, Intevac Founder and Chairman of the
Board. “Matt brings important experience as a public company director, a
wealth of financial knowledge and the perspective of a major stockholder. The
addition of Matt to the Board represents a continuation of the initiatives
already underway at Intevac, including our recently-announced $30 million
share repurchase program.”
“I am pleased to join the Intevac Board of Directors,” said Mr. Drapkin.
“Intevac is an industry leader with an innovative product portfolio, strong
executive team and tremendous long-term potential. I look forward to
collaborating with my fellow directors and Intevac’s management team to
continue to create value for all stockholders.”
In connection with today’s announcement, Becker Drapkin has agreed to
customary standstill and support provisions. The complete agreement between
Intevac and Becker Drapkin will be included as an exhibit to a Current Report
on Form 8-K, which will be filed with the Securities and Exchange Commission.
Wilson Sonsini Goodrich & Rosati, Professional Corporation is acting as
Intevac’s legal counsel.
Before joining Becker Drapkin in December 2009, Mr. Drapkin served as head of
research, special situations, and private equity at ENSO Capital, a New
York-based hedge fund. From 2003 to 2008, Mr. Drapkin worked at MacAndrews &
Forbes, participating in more than $3 billion of transactions, including
Scientific Games, Deluxe Entertainment Services, AM General, and Scantron.
Prior to MacAndrews, Mr. Drapkin served as general manager of two of Conde
Nast publication’s wholly-owned Internet sites, Epicurious.com and
Concierge.com, and headed Conde Nast’s internet venture investment effort. Mr.
Drapkin started his career at Goldman, Sachs and Co.; he received a Princeton
University AB, 1994; Columbia University JD/MBA, 1998.
Mr. Drapkin previously served on the Boards of Ruby Tuesday, Inc. (Chairman),
Plato Learning, Inc., Alloy, Inc., Glu Mobile Inc., and Hot Topic, Inc. (Lead
Intevac was founded in 1991 and has two businesses: Equipment and Intevac
Photonics. In our Equipment business, we are a leader in the design,
development and manufacturing of high-productivity process equipment
solutions. Our systems are production-proven for high-volume manufacturing of
substrates with precise thin film properties, such as those required in the
hard drive and solar cell markets we currently serve.
In the hard drive industry, our 200 Lean® systems process approximately 60% of
all magnetic disk media produced worldwide. In the solar cell manufacturing
industry, our high-throughput thin film process equipment enables increased
conversion efficiency of silicon solar cells while also reducing manufacturing
In our Photonics business, we are a leader in the development and manufacture
of leading-edge, high-sensitivity imaging products and vision systems. Our
products primarily address the defense markets.
For more information call 408-986-9888, or visit the company's website at
Additional Information and Where to Find It
Intevac, Inc. (the “Company”), its directors and certain executive officers
are participants in the solicitation of proxies from stockholders in
connection with the Company’s 2014 Annual Meeting of Stockholders (the “Annual
Meeting”). The Company plans to file a proxy statement (the “2014 Proxy
Statement”) with the Securities and Exchange Commission (the “SEC”) in
connection with the solicitation of proxies for the Annual Meeting.
Norman H. Pond, Wendell Blonigan, David S. Dury, Stanley J. Hill, Thomas M.
Rohrs, John F. Schaefer, Ping Yang and Matthew A. Drapkin, all of whom are
members of the Company’s Board of Directors, and Jeffrey Andreson, Executive
Vice President, Finance and Administration, Chief Financial Officer, Treasurer
and Secretary, are participants in the Company’s solicitation. Other than Mr.
Pond and Mr. Drapkin, none of such participants owns in excess of 1% of the
Company’s common stock. Mr. Pond beneficially owns approximately 4% of the
Company’s common stock and Mr. Drapkin may be deemed to own approximately 4.5%
of the Company’s common stock. Additional information regarding such
participants, including their direct or indirect interests, by security
holdings or otherwise, will be included in the 2014 Proxy Statement and other
relevant documents to be filed with the SEC in connection with the Annual
Meeting. Information relating to the foregoing can also be found in the
Company’s definitive proxy statement for its 2013 Annual Meeting of
Stockholders (the “2013 Proxy Statement”), which was filed with the SEC on
April 3, 2013. To the extent that holdings of the Company’s securities have
changed since the amounts printed in the 2013 Proxy Statement, such changes
have been or will be reflected on Statements of Change in Ownership on Form 4
filed with the SEC.
Promptly after filing its definitive 2014 Proxy Statement with the SEC, the
Company will mail the definitive 2014 Proxy Statement and a white proxy card
to each stockholder entitled to vote at the Annual Meeting. STOCKHOLDERS ARE
URGED TO READ THE 2014 PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR
SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY WILL
FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. Stockholders may obtain, free of charge, copies of the
definitive 2014 Proxy Statement and any other documents filed by the Company
with the SEC in connection with the Annual Meeting at the SEC’s website
(http://www.sec.gov), at the Company’s website (http://www.intevac.com) or by
writing to Investor Relations, Intevac, Inc., 3560 Bassett Street, Santa
Clara, California 95054.
Safe Harbor Statement
This press release includes statements that constitute “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act
of 1995 (the “Reform Act”). Intevac claims the protection of the safe-harbor
for forward-looking statements contained in the Reform Act. These
forward-looking statements are often characterized by the terms “may,”
“believes,“ “projects,” “expects,” or “anticipates,” and do not reflect
historical facts. Specific forward-looking statements contained in this press
release include, but are not limited to; the execution of the Company’s
strategy. The forward-looking statements contained herein involve risks and
uncertainties that could cause actual results to differ materially from the
company’s expectations. These risks include, but are not limited to: the
successful execution of strategies which could have a material impact on our
business, our financial results, and the company's stock price. These risks
and other factors are detailed in the company’s regular filings with the U.S.
Securities and Exchange Commission.
Jeff Andreson, 408-986-9888
Chief Financial Officer
Claire McAdams, 530-265-9899
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