VPG and Nokomis Capital Reach Agreement on Board Enhancement
March 27 2017 - 7:30AM
Business Wire
Vishay Precision Group, Inc. (NYSE: VPG), a leading producer of
precision sensors and systems, and Nokomis Capital, L.L.C. today
announced an agreement to further strengthen the Company’s Board of
Directors. The Company and Nokomis will work to identify a mutually
agreeable individual to appoint to the Board as a new independent
director, with a term expiring at the 2018 Annual Meeting of
Stockholders. If such an independent director is not identified by
June 30, 2017, Wes Cummins of Nokomis will be appointed to the
Board until the new independent director is identified. The new
director will serve on the Board’s Nominating & Corporate
Governance Committee and the Compensation Committee.
Marc Zandman, VPG’s Chairman of the Board, said of the
agreement, “We regularly engage with our stockholders in order to
ensure alignment on strategic objectives. We have enjoyed several
productive discussions with Nokomis over the last few years
regarding effective means to enhance stockholder value, and we look
forward to further engaging with them to identify a qualified
individual whose expertise and insights can complement our Board
and benefit our stockholders.”
Brett Hendrickson of Nokomis Capital commented, "We are pleased
we were able to reach an agreement with the Company on Board
enhancement. We are confident that the addition of another new
independent director on the VPG Board, along with the two
independent directors whom the Company added in 2016, will bring
fresh perspective to the boardroom and will help enhance value for
the benefit of all the Company's stockholders."
Pursuant to the agreement, Nokomis, which owns approximately
15.9 percent of VPG’s outstanding common stock (14.7 percent of the
outstanding capital stock), has agreed to vote its shares in favor
of the Board’s recommendations regarding director elections and
other matters to be submitted to a vote at the 2017 Annual Meeting
of Stockholders. Nokomis has also agreed to customary standstill
commitments. The complete agreement will be included as an exhibit
to the Company's Current Report on Form 8-K to be filed with the
Securities and Exchange Commission.
About VPG
Vishay Precision Group, Inc. (VPG) is an internationally
recognized designer, manufacturer and marketer of: components based
on its resistive foil technology; sensors; and sensor-based systems
specializing in the growing markets of stress, force, weight,
pressure, and current measurements. VPG is a market leader of foil
technology products, providing ongoing technology innovations in
precision foil resistors and foil strain gages, which are the
foundation of the company's force sensors products and its weighing
and control systems. The product portfolio consists of a variety of
well-established brand names recognized for precision and quality
in the marketplace. To learn more, visit VPG at
www.vpgsensors.com.
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