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Chapman Capital Opine For Replacing Directors Of Vitesse Semiconductor

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Written by Subhasis Chatterjee   

Chapman Capital L.L.C., the premiere investment advisor to two investment funds that together own 7.2% of Vitesse Semiconductor Corporation today announced here of its decision regarding the need of the introduction of new candidates for the necessitated replacement of the entire or even a part of the Board of Directors. It is to be kept in concern that the Board of Directors has within its gamut at present directors like Christopher Gardner, Edward Rogas, Vincent Chan, Alex Daly and Willow Shire.   The decision has been taken subsequent to a comprehensive one-year effort for the encouragement of the Board of Directors of the Vitesse to come into compliance with the commonly accepted standards of corporate governance.
 

Chapman Capital L.L.C. is an internationally acclaimed Los Angeles, CA based investment advisor that has its central attention on takeover and turnaround investing. The well-known firm is also the registered investment advisor to Chap-Cap Partners II Master Fund, Ltd. and Chap-Cap Activist Partners Master Fund, Ltd., the combined owners of approximately 5.9% of Vitesse Semiconductor's common shares. Moreover, in the duration of the precedent eleven years, the organization had been agitating in an effective and prolific manner for the need of restructuring or sale of over twenty five publicly-traded companies, that takes account of the recently closed transactions involving Entertainment Distribution Company, Inc./Glenayre Messaging, Carreker Corporation, Sunterra Corporation, and Embarcadero Technologies, Inc., and pending transactions involving Agile Software Corporation and Howie Lutnick's eSpeed, Inc.

Robert L. Chapman, Jr., Managing Member of Chapman Capital, commented, "Chapman Capital, out of respect for Vitesse's beleaguered co-owners and dedicated employees, customers, and suppliers, has attempted every means to avoid a proxy fight with Vitesse's entrenched Board. This past week, I showed the utmost respect to Mr. Gardner and Ms. Shire by inviting them into my home to discuss the concerns of Vitesse's institutional and individual owners, both of which groups have continued to plead with Chapman Capital to take legal action in Delaware to compel the overdue election of directors to Vitesse's Board. Despite the rational, vitriol-free environment of this meeting, Mr. Gardner's debriefing to me today indicates that Vitesse's Board stunningly believes that the Company's owners will continue to tolerate the preposterous claim that directors, whose own professional negligence or complicity has led to the deficiency of audited financial statements, may hide behind this self-inflicted travesty itself to perpetuate their own control over the same company they have victimized. Does Vitesse actually think that the United States Securities and Exchange Commission and the State of Delaware support policies and protocols wherein potentially felonious boards -- outside of Vitesse -- could keep hostage a public company and its owners merely by failing to provide audited financial statements to these same owners?"

 
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