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COSTA MESA, Calif., June 22, 2009 - Emulex Corporation (NYSE:ELX) today announced that Glass Lewis & Co., a leading proxy advisory firm, recommends against the consent solicitation initiated by Broadcom Corporation (Nasdaq: BRCM) in relation to Broadcom's $9.25 per share tender offer. Glass Lewis recommends against all five of Broadcom's consent solicitation proposals. Glass Lewis recommends stockholders use the WHITE proxy card mailed to them by Emulex to place their votes and that stockholders should not sign the gold proxy card provided by Broadcom. Emulex also announced that it has updated its related website, www.emulexvalue.com, with additionalCOSTA MESA, Calif., June 22, 2009 - Emulex Corporation (NYSE:ELX) today announced that Glass Lewis & Co., a leading proxy advisory firm, recommends against the consent solicitation initiated by Broadcom Corporation (Nasdaq: BRCM) in relation to Broadcom's $9.25 per share tender offer. Glass Lewis recommends against all five of Broadcom's consent solicitation proposals. Glass Lewis recommends stockholders use the WHITE proxy card mailed to them by Emulex to place their votes and that stockholders should not sign the gold proxy card provided by Broadcom. Emulex also announced that it has updated its related website, www.emulexvalue.com, with additional materials for stockholders including a new presentation regarding the Broadcom offer and solicitation, as well as detailed instructions on how to reject Broadcom's solicitation. Emulex urges its stockholders to review these important materials that highlight why Broadcom's offer significantly undervalues Emulex, respond to certain misleading statements by Broadcom and underscore why revoking consent to Broadcom's proposal is in the best interests of Emulex stockholders.
In their report, Glass Lewis stated, "[W]e note that the governance reforms have been submitted by Broadcom merely in an effort to force an acquisition of the Company...In our opinion, Broadcom has little interest in the long-term corporate governance of the Company unless such changes support the Dissident's hostile takeover of the Company."
The Glass Lewis report also commented: "[W]e find no reason to believe that Emulex's board has not acted in the best interests of shareholders... Furthermore, support of the proposals could potentially enable Broadcom to acquire Emulex for $9.25 per share, which is below the current trading value of the Company's shares."
Commenting on the report, Emulex President and Chief Executive Officer, Jim McCluney said, "We are pleased Glass Lewis recognizes that Broadcom's consent solicitation is not in Emulex stockholders' best interests and that Broadcom's proposals are solely aimed at furthering their inadequate offer. We appreciate the broad support we have received from stockholders on the Board's recommendation against Broadcom's offer, and we continue to urge stockholders to reject Broadcom's consent solicitation."
In its presentation filed with the Securities and Exchange Commission on June 17, Emulex highlights key issues for stockholders to consider regarding Broadcom's tender offer and related consent solicitation including:
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