Tessera Gratified That Starboard Admits Direct Conflict of Interest
May 07 2013 - 2:41PM
Business Wire
Tessera Technologies, Inc. (NASDAQ:TSRA) ("Tessera" or the
"Company") today issued a statement in response to Starboard Value
LP’s (“Starboard”) open letter to Tessera stockholders in
connection with the Company’s 2013 Annual Meeting scheduled on May
23, 2013. The Company urges stockholders to not be misled by
Starboard’s misinformation campaign and to vote FOR the Tessera
nominees on the GOLD card in order to protect the value of their
investment.
“We are gratified that Starboard has finally admitted in today’s
letter that Unwired Planet (“UPIP”), whose board is led by
Starboard nominee Peter Feld, is a direct competitor of Tessera’s,”
said Richard S. Hill, interim CEO and executive chairman of
Tessera. “Tessera’s Board strongly believes that this conflict of
interest disqualifies Mr. Feld as a potential director of the
Company. Mr. Feld is clearly grasping at straws with his endless
misguided rhetoric on matters that have been addressed already and
frankly don’t merit further comment. However, Starboard’s letter
does make clear that – should it take control of the Tessera Board
– Starboard intends to convert Tessera into a ‘patent troll’ in the
model of UPIP. Mr. Feld’s abysmal track record as Chairman of UPIP
should cause grave concern among Tessera’s stockholders about this
strategy. Since Mr. Feld became chairman of UPIP, its revenues have
plummeted to almost nothing, and the stock has significantly
underperformed both its peer group and the broader market. We
strongly believe that converting Tessera to the UPIP business model
– as Starboard’s letter has made clear its intention – would
destroy value for Tessera stockholders.
“In stark contrast, your Board and management remain steadfastly
focused on executing on our strategic plan to generate greater
value for all stockholders,” continued Mr. Hill. “Our strategy of
innovation and partnership brings tangible value to our customers.
In addition, we have reconstituted the Board to include the right
mix of independent and highly experienced directors to oversee the
continued execution of our strategy for sustainable growth and
profitability.”
Safe Harbor Statement
This press release contains forward-looking statements, which
are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements involve risks and uncertainties that could cause actual
results to differ significantly from those projected, particularly
with respect to the Company’s strategic plans, market
opportunities, financial targets and projections, value creation
and stockholder returns. Material factors that may cause results to
differ from the statements made include the plans or operations
relating to the Company’s businesses; market or industry
conditions; changes in patent laws, regulation or enforcement, or
other factors that might affect the Company’s ability to protect or
realize the value of its intellectual property; the expiration of
license agreements and the cessation of related royalty income; the
failure, inability or refusal of licensees to pay royalties;
initiation, delays, setbacks or losses relating to the Company’s
intellectual property or intellectual property litigations, or
invalidation or limitation of key patents; the timing and results,
which are not predictable and may vary in any individual
proceeding, of any ICC ruling or award, including in the Amkor
arbitration; fluctuations in operating results due to the timing of
new license agreements and royalties, or due to legal costs; the
risk of a decline in demand for semiconductor and camera module
products; failure by the industry to use technologies covered by
the Company’s patents; the expiration of the Company’s patents; the
Company’s ability to successfully complete and integrate
acquisitions of businesses; the risk of loss of, or decreases in
production orders from, customers of acquired businesses; financial
and regulatory risks associated with the international nature of
the Company’s businesses; failure of the Company’s products to
achieve technological feasibility or profitability; failure to
successfully commercialize the Company’s products; changes in
demand for the products of the Company’s customers; limited
opportunities to license technologies and sell products due to high
concentration in the markets for semiconductors and related
products and camera modules; the impact of competing technologies
on the demand for the Company’s technologies and products; and the
reliance on a limited number of suppliers for the components used
in the manufacture of DOC products. You are cautioned not to place
undue reliance on the forward-looking statements, which speak only
as of the date of this release. The Company’s filings with the
Securities and Exchange Commission, including its Annual Report on
Form 10-K for the year ended Dec. 31, 2012, include more
information about factors that could affect the Company’s financial
results. The Company assumes no obligation to update information
contained in this press release. Although this release may remain
available on the Company’s website or elsewhere, its continued
availability does not indicate that the Company is reaffirming or
confirming any of the information contained herein.
About Tessera Technologies
Tessera Technologies, Inc. is a holding company with operating
subsidiaries in two segments: Intellectual Property and
DigitalOptics. Our Intellectual Property segment, managed by
Tessera Intellectual Property Corp., generates revenue from
manufacturers and other implementers that use our technology. Our
DigitalOptics business delivers innovation in imaging systems for
smartphones. For more information call 1.408.321.6000 or visit
www.tessera.com.
Tessera, the Tessera logo, DOC, the DOC logo, and Invensas
Corporation are trademarks or registered trademarks of affiliated
companies of Tessera Technologies, Inc. in the United States and
other countries. All other company, brand and product names may be
trademarks or registered trademarks of their respective
companies.
TSRA-G
Xperi (NASDAQ:XPER)
Historical Stock Chart
From Apr 2024 to May 2024
Xperi (NASDAQ:XPER)
Historical Stock Chart
From May 2023 to May 2024