Glass, Lewis & Co. Recommends Nu Horizons Electronics Corp. Stockholders Vote “For” Merger Agreement with Arrow Electroni...
November 19 2010 - 3:35PM
Business Wire
Nu Horizons Electronics Corp. (NasdaqGS: NUHC), a leading
distributor of active and passive electronic components, today
announced that Glass, Lewis & Co. (“Glass Lewis”), a leading
independent proxy advisory firm, has recommended that Nu Horizons
Electronics Corp. stockholders vote “FOR” the proposal to adopt the merger agreement,
dated as of September 19, 2010 by and among Nu Horizons Electronics
Corp., Arrow Electronics, Inc., and Neptune Acquisition
Corporation, Inc., a Delaware corporation and a wholly-owned
subsidiary of Arrow and “FOR” the
proposal to adjourn the special meeting of stockholders of Nu
Horizons, if necessary, to permit the solicitation of additional
proxies if there are not sufficient votes at the time of the
special meeting to approve the merger.
The special meeting of stockholders is to be held at the Hilton
Long Island/Huntington, 598 Broadhollow Road, Melville, New York on
December 7, 2010 at 10:00 a.m. local time. Holders of record of Nu
Horizons common stock as of the close of business on October 25,
2010 will be entitled to vote at the special meeting.
"We are pleased that a second independent advisory firm, Glass
Lewis, has also recommended that Nu Horizons stockholders vote in
favor of these proposals following its own review of the terms of
the merger," said Martin Kent, President and Chief Executive
Officer of Nu Horizons Electronics Corp. "We look forward to
completing this transaction and urge Nu Horizons stockholders to
follow Glass Lewis’s recommendations by voting "FOR" the approval
and adoption of the merger agreement and the proposed merger."
Previously, ISS Proxy Advisory Services/RiskMetrics Group (ISS),
another leading independent proxy advisory firm, recommended that
Nu Horizons Electronics Corp. stockholders vote for the proposals
to adopt the merger agreement and proposed merger.
For more information, stockholders are encouraged to read Nu
Horizons’ definitive proxy statement, which was filed with the SEC
on October 29, 2010, as amended on November 15, 2010. Nu Horizons’
Board of Directors also urges its stockholders to carefully
evaluate all other information made available to them concerning
the merger, and encourages all stockholders, regardless of the
number of shares they own, to vote "FOR" both proposals. A failure
to vote will have the same effect as a vote “AGAINST” the proposal
to adopt the merger agreement. Stockholders are encouraged to vote
their shares now so that their vote can be counted without
delay.
Any stockholder that has questions about the merger should
contact the Corporate Secretary at Nu Horizons Electronics Corp.,
located at 70 Maxess Road, Melville, New York 11747, or Nu
Horizons’ proxy solicitor, MacKenzie Partners, Inc., toll-free at
800-322-2885 or 212-929-5500 (for collect calls).
About Nu Horizons Electronics Corp.
Nu Horizons Electronics Corp. (NasdaqGS: NUHC) is a leading
global distributor of advanced technology semiconductor, display,
illumination, power, system and telecommunication solutions to a
wide variety of commercial original equipment manufacturers (OEMs)
and Electronic Manufacturing Services providers (EMS). With sales
facilities in 54 locations across North America, Europe and Asia
and regional logistics centers throughout the globe, Nu Horizons
partners with a limited number of best-in-class suppliers to
provide in-depth product development, custom logistics and
life-cycle support to its customers. Information on Nu Horizons and
its services is available at http://www.nuhorizons.com.
Cautionary Statement Regarding
Forward-Looking Statements
Except for historical information contained herein, the matters
set forth in this news release are forward-looking statements. When
used in this press release, words such as "anticipate," "believe,"
"estimate," "expect," "intend" and similar expressions, as they
relate to Nu Horizons or its management, identify forward-looking
statements. Such forward-looking statements are based on the
current beliefs of Nu Horizons’ management, as well as assumptions
made by and information currently available to its management.
Forward-looking statements involve certain risks and uncertainties
that could cause actual results to differ from those in the forward
looking-statements. Potential risks and uncertainties include such
factors as the risk that the acquisition of the Company by Arrow
Electronics, Inc. does not close, including the risk that the
requisite stockholder and regulatory approvals may not be obtained;
the level of business and consumer spending for electronic
products; the competitive environment within the electronics
industry; the ability of the Company to expand its operations; the
financial strength of the Company's customers and suppliers; the
cyclical nature of the distributor industry; pricing and gross
margin pressures; loss of key customers; the ability to control
costs and expenses; the threat or occurrence of international armed
conflict and terrorist activities both in the United States and
internationally; risks and costs associated with increased and new
regulation of corporate governance and disclosure standards
(including pursuant to Section 404 of the Sarbanes-Oxley Act of
2002); and risks involving governmental regulation. Investors are
also directed to consider other risks and uncertainties discussed
in documents filed by the Company with the Securities and Exchange
Commission. Such statements reflect our current view with respect
to the future and are subject to these and other risks,
uncertainties and assumptions relating to Nu Horizons’ financial
condition, results of operations, growth strategy and liquidity.
The Company does not undertake any obligation to update its
forward-looking statements.
NU Horizons Electronics (NASDAQ:NUHC)
Historical Stock Chart
From Nov 2024 to Dec 2024
NU Horizons Electronics (NASDAQ:NUHC)
Historical Stock Chart
From Dec 2023 to Dec 2024