Zarlink shareholder group to monitor company's re-elected board

By Lisa Kerner

Charlotte, N.C., Aug. 12 - The Concerned Shareholders of Zarlink Semiconductor Inc., in an open letter to fellow shareholders, said the group intends to hold the Zarlink board "accountable for claims made during the proxy contest and responsible for its promises of improvement at the company."

Members of the Concerned Shareholders include Scott Leckie, who manages funds owning the second-largest holding in the company, as well as David Banks and Daniel Owen. Together, they own or control more than 5.9% of Zarlink's shares, it was reported by Prospect News.

According to Leckie's group, chairman Henry Simon "once again promised improvement in the future, using almost exactly the same words he has since he first took that job 14 years ago."

Leckie claims chief executive officer Kirk Mandy also repeated that Zarlink "was at a turning point."

"As significant shareholders of Zarlink, we hope this time they are right," Leckie noted in the letter, adding that his group was not going away.

Zarlink previously announced that all eight of its directors were re-elected following the results of its proxy vote from its shareholders' meeting. Elected to the board were Simon, Kirk K. Mandy, Hubert T. Lacroix, J. Spencer Lanthier, Jules Meunier, Dennis A. Roberson, Oleg Khaykin and Adam Chowaniec.

Leckie's group had asked Zarlink shareholders to vote for Banks, Owen, Neil Carragher, Kalai Kalaichelvan and Luke Smith, as well as for management nominees Chowaniec, Lacroix and Lanthier, according to a prior news release.

"In the end, we lost the vote, although we were gratified to have secured the support of more than 40% of the votes cast at the meeting, given the short time we had to mount our campaign and the hostility of the incumbent board in its continuing efforts to entrench itself," Leckie said in the Aug. 12 letter to Zarlink shareholders.

Leckie noted that the group's nominees received a majority of the votes cast by Canadian shareholders, and less than 5% of the U.S. vote.

"We are left to wonder if our slate of directors may have actually won the proxy contest but for some irregularity in communication with U.S. shareholders," said Leckie.

Zarlink, in July, denied the shareholder group's request for three board seats, with candidates of its choosing, and $600,000 in reimbursement of proxy costs.

In addition, the group said Zarlink rejected its request for an independent chairman to oversee voting at the annual meeting on July 23.

Located in Ottawa, Zarlink designs, manufactures and distributes semiconductors in Europe, Asia Pacific, the United States and Canada.

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