Emulex board opposed to Broadcom's offer and consent solicitation

By Lisa Kerner

Charlotte, N.C., June 15 - Emulex Corp. said it filed definitive consent revocation materials in response to Broadcom Corp.'s unsolicited, non-binding $9.25-per-share tender offer and related consent solicitation aimed at replacing Emulex's entire board with "hand-picked Broadcom nominees."

According to Emulex, the Broadcom offer is "grossly inadequate" and not in the best interests of Emulex stockholders.

"If elected, we believe their nominees will pursue Broadcom's self-serving agenda of acquiring Emulex on-the-cheap to your detriment," Emulex president and chief executive officer Jim McCluney said in a Monday letter to the company's stockholders.

Emulex said it believes Broadcom is attempting to mislead stockholders about the impact of the special meeting Broadcom wants held, which would likely be held only 30 to 60 days prior to Emulex's Nov. 19 annual meeting.

As previously reported, Broadcom extended its tender offer for Emulex to 11:59 p.m. ET on Wednesday from midnight ET on June 3.

Approximately 2,267,882 shares of Emulex had been tendered and not withdrawn in the offer as of 6 p.m. ET on June 3, according to Broadcom.

Emulex is a Costa Mesa, Calif., storage networking company.

Irvine, Calif.-based Broadcom provides semiconductors for wired and wireless communications.

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