GEDERA, Israel, July 29, 2015
/PRNewswire/ --
TAT Technologies Ltd. (Nasdaq: TATT), a leading provider of
services and products to the commercial and military aerospace and
ground defense industries, reports as follows:
The Annual and Extraordinary General Meeting of the shareholders
(the "Meeting") of TAT Technologies Ltd. (the
"Company") is scheduled, to take place on Monday, September 7, 2015, at 5:00 p.m. Israel time, at the offices of
Naschitz, Brandes, Amir & Co., Advocates, located at 5 Tuval
Street, Tel-Aviv, Israel. The
record date for the meeting is August 5,
2015.
The agenda of the Meeting shall be as follows:
1. Approval of the re-appointment of Kesselman
& Kesselman PwC Israel, a member of PricewaterhouseCoopers
International Ltd., as our independent certified public
accountants, effective as of the approval by the Meeting until our
next Annual General Meeting of Shareholders, and delegation to the
Company's Audit Committee and Board of Directors of the authority
to determine the accountants' remuneration in accordance with the
volume and nature of their services; and
2. Approval of the re-election of each of Mr.
Samuel Vlodinger, Mr. Ron Ben Haim, Mr. Jan
Loeb and Ms. Dafna Gruber to
serve as a director of the company, to hold office until our next
Annual General Meeting of Shareholders; and
3. Approval, in accordance with Section 272(c1)(1)
of the Israeli Companies Law, 5759-1999 (the "Companies
Law") of the following compensation to Mr. Itsik Maaravi, the Company's President &
CEO: (1) a grant of an annual bonus for the year 2014; and (2) an
annual cash bonus plan for the year 2015 and thereafter.
In addition, the shareholders will be invited to discuss at the
Meeting the Company's audited consolidated financial statements for
the year ended December 31, 2014.
The approval of each of Items 1 and 2 requires the affirmative
vote of the holders of a majority of the voting power represented
and voting on the matter in person or by proxy.
The approval of Item 3 requires the affirmative vote of the
holders of a majority of the voting power represented and voting on
the matter in person or by proxy, provided that (i) such a majority
includes at least a majority of the ordinary shares voted by
shareholders who are not controlling shareholders of the Company
nor are they shareholders who have a personal interest in the
approval of the proposal set forth in Item 3; or (ii) the total
number of shares of non-controlling shareholders and non-interested
shareholders voted against the proposal in Item 3 must not
represent more than two percent (2%) of the total voting rights in
the Company. Votes abstaining shall not be taken into account in
counting the above-referenced shareholder votes.
Only shareholders of record at the close of business on
August 5, 2015, (the "Record
Date") will be entitled to receive notice of, and to vote at
the Meeting. All shareholders are cordially invited to attend the
Meeting in person.
Shareholders who will not attend the Meeting in person may vote
with respect to Items 1 through 3 by means of a proxy card and are
required to complete, sign, date and return the proxy card no later
than September 4, 2015, 5:00
P.M. Israel time, to permit
verification. Voting will be done by completing the second part of
the proxy card. The form of proxy card was furnished to the
Securities and Exchange Commission (the "Commission") on
Form 6-K, and is available to the public on the Commission's
website at http://www.sec.gov. The form of proxy card is also
available on the websites: http://www.magna.isa.gov.il or
http://www.maya.tase.co.il.
Shareholders wishing to express their position on Items 1
through 3 on the agenda for this Meeting may do so by submitting a
written statement (hereinafter "Position Statement") to the
offices of Naschitz, Brandes, Amir & Co., Advocates, located at
5 Tuval Street, Tel-Aviv, Israel.
Any Position Statement received will be furnished to the Commission
on Form 6-K, and will be made available to the public on the
Commission's website at http://www.sec.gov and in addition at
http://www.magna.isa.gov.il or http://maya.tase.co.il. Position
Statements should be submitted to the Company no later than
August 15, 2015.
A shareholder is entitled to contact the Company directly and
receive the text of the proxy card and any Position Statement.
A shareholder, whose shares are registered with a Tel-Aviv Stock
Exchange Ltd. (the "TASE") member and are not registered on
the Company's shareholders' register, is entitled to receive from
the TASE member who holds the shares on the shareholder's behalf,
by e-mail, for no charge, a link to the text of the proxy card and
to the Position Statements posted on the Israel Securities
Authority website, provided, that the notice was provided with
respect to a particular securities account, prior to the Record
Date.
A shareholder whose Shares are registered with a member of the
TASE, is required to prove his share ownership to vote at the
Meeting. Such shareholder shall provide the Company with an
ownership certificate (as of the Record Date) from that TASE member
and is entitled to receive the ownership certificate in the branch
of the TASE member or by mail to his address (in consideration of
mailing fees only), if the shareholder so requested. Such a request
will be made in advance for a particular securities account.
Discussion at the Meeting will be commenced if a quorum is
present. A quorum is comprised of two or more shareholders who are
present in person or by proxy, or who have delivered to the Company
a proxy card indicating their manner of voting, and who hold or
represent shares conferring in the aggregate at least one-third
(33.33%) of the voting power in the Company. If a quorum is not
present within half an hour of the time designated for the Meeting,
the Meeting will be adjourned to September
17, 2015, at the same time and place. If a quorum is not
present within half an hour of the time designated for the
adjourned meeting, two shareholders who are present in person or
proxy, or who have delivered a proxy card, will constitute a
quorum.
The wording of the resolutions to be voted at the Meeting and
relevant documents thereto may be inspected at the offices of
Naschitz, Brandes, Amir & Co., Advocates, located at 5 Tuval
Street, Tel-Aviv, Israel during
normal business hours and by prior coordination with Mr.
Guy Nathanzon (tel: +972-8-8628500
or +972-8-8628501).
Should changes be made to any Item on the agenda for the Meeting
after the publication of this Proxy Statement, we will communicate
the changes to our shareholders through the publication of a press
release, a copy of which will be filed with the Securities and
Exchange Commission on Form 6-K and with the Israeli Securities
Authority in the aforementioned internet websites.
About TAT Technologies LTD.
TAT Technologies LTD. is a leading provider of products and
services to the commercial and military aerospace and ground
defense sectors. TAT operates under three segments: (i)
Original Equipment Manufacturing or "OEM" of Heat Management
Solutions; (ii) Maintenance, Repair and Overhaul or "MRO" services
of Heat Transfer Products; and (iii) Maintenance, Repair and
Overhaul or "MRO" services for aircraft components.
TAT's activities in the area of OEM of Heat Management
and Flow Control Solutions includes primarily the
design, development, manufacture and sale of: (i) a broad range of
heat transfer components such pre-coolers, oil/fuel hydraulic
coolers and cold plates used in mechanical and electronic systems
on-board commercial, business and military aircraft; (ii)
environmental control and cooling systems for use on board aircraft
and on ground applications; and (iii) a variety of other electronic
and mechanical aircraft accessories and systems such as pumps,
valves, power systems and turbines.
TAT's activities in the area of MRO of Heat Transfer
Products include the maintenance, repair and overhaul of heat
transfer equipment and to a lesser extent, the manufacture of
certain heat transfer products. TAT's Limco subsidiary operates an
FAA certified repair station, which provides heat transfer MRO
services and products for airlines, air cargo carriers, maintenance
service centers and the military.
TAT\'s activities in the area of MRO services for Aviation
Components include the maintenance, repair and overhaul of
APUs, Landing Gear and other aircraft components. TAT's Piedmont
subsidiary operates an FAA certified repair station, which provides
aircraft component MRO services for airlines, air cargo carriers,
maintenance service centers and the military.
TAT's executive offices are located in the Re'em Industrial
Park, Neta Boulevard, Bnei Ayish,
Gedera 70750, Israel, and TAT's telephone number is
+972-8-862-8500.
For more information of TAT Technologies Ltd., please visit our
web-site:
http://www.tat-technologies.com
Contact:
Mr. Guy Nathanzon
CFO
Tel: +972-8-8628500
guyn@tat-technologies.com
SOURCE TAT Technologies Ltd