magicJack Confirms Receipt of Director Nominations
September 01 2016 - 4:15PM
magicJack VocalTec Ltd. (Nasdaq:CALL) (“magicJack” or the
“Company”), a leading VoIP cloud-based communications and UCaaS
company, today confirmed that Kanen Wealth Management LLC (“Kanen”)
has delivered notice to the Company of its intention to nominate
seven director candidates for election to magicJack’s Board of
Directors (the “Board”) at the Company's 2016 Annual Meeting of
Shareholders. magicJack’s shareholders are not required to take any
action at this time.
The Board will review Kanen’s proposed nominees in accordance
with magicJack’s corporate governance policies and the Board’s
fiduciary duties under Israeli law, as with any nominees for
election to the Company’s Board. The Board will postpone the
Company’s 2016 Annual Meeting of Shareholders, previously scheduled
for October 7, 2016, pending the completion of such review and
schedule a new meeting date as promptly as practicable. The Board
will present its recommendation with respect to the election of
directors in its proxy statement, which will be filed with the
Securities and Exchange Commission and mailed to all shareholders
eligible to vote at the 2016 Annual Meeting of Shareholders.
Vinson & Elkins LLP, Gross, Kleinhendler, Hodak, Halevy,
Greenberg & Co. and Akerman LLP are serving as legal counsel to
magicJack.
About magicJack VocalTec Ltd.
magicJack VocalTec Ltd. (Nasdaq:CALL), the inventor of magicJack
and a pioneer in Voice over IP (VoIP) technology and services, is a
leading cloud communications company. With its easy-to-use, low
cost solution for telecommunications, the Company has sold more
than 11 million award-winning magicJack devices, which is now in
its fifth generation, has millions of downloads of its free calling
apps, and holds more than 30 technology patents. magicJack is the
largest-reaching CLEC (Competitive Local Exchange Carrier) in the
United States in terms of area codes available and number of states
in which it is certified.
In March 2016, magicJack VocalTec Ltd. acquired Broadsmart, a
leading hosted UCaaS (Unified Communication as a Service) provider
for medium-to-large multi-location enterprise customers. Broadsmart
has a track record of designing, provisioning and delivering
complex UCaaS solutions to blue chip corporate customers on a
nationwide basis. Broadsmart has expertise in servicing enterprises
with hundreds-to-thousands of locations.
Important Additional
Information
The Company, its directors and certain of its executive officers
are participants in the solicitation of proxies from the Company’s
shareholders in connection with the Company’s 2016 Annual Meeting
of Shareholders. The Company intends to file a proxy
statement and white proxy card with the U.S. Securities and
Exchange Commission (the “SEC”) in connection with any such
solicitation of proxies from the Company’s shareholders.
SHAREHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH
PROXY STATEMENT, ACCOMPANYING WHITE PROXY CARD AND ALL OTHER
DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION.
Information regarding the ownership of the Company’s directors and
executive officers in Company stock, restricted stock and options
is included in our SEC filings on Forms 3, 4, and 5, which can be
found through the Company’s website www.magicjack.com in the
section “Investors” or through the SEC’s website at www.sec.gov.
Information can also be found in the Company’s other SEC filings,
including the Company’s definitive proxy statement for the 2015
Annual Meeting of Shareholders and its Annual Report on Form 10-K
for the year 2015. Updated information regarding the identity of
potential participants, and their direct or indirect interests, by
security holdings or otherwise, will be set forth in the definitive
proxy statement and other materials to be filed with the SEC in
connection with the 2016 Annual Meeting. Shareholders will be able
to obtain any proxy statement, any amendments or supplements to the
proxy statement and other documents filed by the Company with the
SEC at no charge at the SEC’s website at www.sec.gov. Copies
will also be available at no charge at the Company’s website at
www.magicjack.com in the section “Investors”.
Forward-Looking Statements
Some portions of this press release, particularly those
describing magicJack’s goals and strategies, contain
“forward-looking statements.” These forward-looking statements can
generally be identified as such because the context of the
statement will include words, such as “expects,” “should,”
“believes,” “anticipates” or words of similar import. Similarly,
statements that describe future plans, objectives or goals are also
forward-looking statements. While magicJack is working to achieve
those goals and strategies, actual results could differ materially
from those projected in the forward-looking statements as a result
of a number of risks and uncertainties. These risks and
uncertainties include difficulty in marketing its products and
services, maintaining and protecting brand recognition, protection
of intellectual property, competition and other factors, any of
which could have an adverse effect on the business plans of
magicJack, its reputation in the industry or its expected financial
return from operations and results of operations. In light of
significant risks and uncertainties inherent in forward-looking
statements included herein, the inclusion of such statements should
not be regarded as a representation by magicJack that they will
achieve such forward-looking statements. For further details and a
discussion of these and other risks and uncertainties, please see
our most recent reports on Form 10-K and Form 10-Q, as filed with
the Securities and Exchange Commission, as they may be amended from
time to time. MagicJack undertakes no obligation to publicly update
any forward-looking statement, whether as a result of new
information, future events, or otherwise.
Investor Relations Contact:
Seth Potter
561-749-2255
ir@vocaltec.com
Media Relations Contact:
Phil Denning
(646) 277-1258
Phil.denning@icrinc.com
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