Altigen Urges Vote on Equity Plan Proposals
| Source: AltiGen Communications
FREMONT, CA--(Marketwire - May 28, 2009) - AltiGen Communications, Inc. (NASDAQ : ATGN ), a
leading provider of 100% Microsoft-based VoIP business phone systems and
Unified Communications solutions, today acknowledged receipt of a letter,
dated May 15, 2009, from one of its stockholders, and published in the
media, advocating a "no" vote on the recent proposals presented to AltiGen
stockholders: (i) to adopt a new 2009 Equity Incentive Plan and (ii) to
adopt a new 2009 Employee Stock Purchase Plan.
Gilbert Hu, the Chairman of AltiGen's Board of Directors and its Chief
Executive Officer, issued a brief statement in response to the letter on
behalf of the Board of Directors.
"During this time of great economic uncertainty, it is critical for AltiGen
to be able to provide non-cash, equity based incentives to the AltiGen
employees to retain and motivate them to help the company succeed.
Accordingly, the Board of Directors is asking all AltiGen stockholders to
vote in favor of the proposals to adopt the 2009 Equity Incentive Plan and
the 2009 Employee Stock Purchase Plan. The company's employees are one of
its greatest assets and a vote in favor of the proposals will empower the
company to provide appropriate rewards and incentives to them. If the
proposals are not approved, AltiGen will no longer be able to provide the
typical equity compensation to our employees that other technology
companies routinely provide to their employees. As these awards have
historically comprised a significant portion of the overall compensation
paid to our employees, removing the company's ability to grant these awards
is likely to increase the difficulty and actual cash cost associated with
attracting and retaining the skilled employees needed to operate the
business effectively."
The May 15, 2009 letter also includes a number of allegations of
impropriety which the AltiGen Board of Directors believes to be unfounded
and unrelated to the two proposals. Mr. Hu also addressed those matters in
his statement.
"This Board has consistently focused on taking steps designed to enhance
and maximize stockholder value, including exploring all alternatives as
they became available to us," Mr. Hu stated. He continued, "AltiGen's
Board and management team remain open to discussing matters of concern with
key AltiGen stakeholders, particularly as corporate governance standards
for smaller reporting companies continue to evolve. However, we believe
that that the media does not provide the appropriate forum for addressing
such matters."
In addition, AltiGen announced that the special meeting of stockholders had
been postponed to June 18, 2009 at 10 a.m., local time, at 410 East
Plumeria Drive, San Jose, CA 95134. Any AltiGen stockholder of record as
of the close of business on April 23, 2009 may vote by attending the
special meeting of stockholders in person or by sending in their executed
proxy card. Stockholders who have not yet returned a proxy card, are
strongly encouraged to return their proxy card or contact Innisfree M&A
Inc., a proxy solicitation firm that is assisting us in the solicitation of
proxies, at 888-750-5834. Any stockholder who held shares in "street name"
through their broker, bank or other custodian as of the close of business
on April 23, 2009, may also contact such broker, bank or other custodian to
receive proxy materials and vote their shares. If any stockholder has any
questions or needs assistance in voting its shares, they are advised to
call Innisfree M&A Inc. at 888-750-5834.
About AltiGen Communications
AltiGen Communications, Inc. (NASDAQ : ATGN ) is a leading provider of 100%
Microsoft-based VoIP business phone systems and Unified Communications
solutions. Having more than 10,000 customers around the world, AltiGen
solutions are designed for high reliability, ease of use, seamless
integration to Microsoft infrastructure technologies, and are built on a
scalable, open standards platform. AltiGen's worldwide headquarters is in
Silicon Valley, California, with international operations based in
Shanghai, China. Local sales, service and support are provided by AltiGen's
worldwide network of over 300 certified partners. For more information,
call 1-888-ALTIGEN or visit the web site at www.altigen.com.
Additional Information and Where to Find It
In connection with the special meeting of stockholders, AltiGen has filed a
definitive proxy statement and other materials with the Securities and
Exchange Commission (the "SEC"). Investors can obtain free copies of the
definitive proxy statement as well as other filed documents containing
information about AltiGen at http://www.sec.gov, the SEC's free internet
site. Free copies of AltiGen's SEC filings are also available on AltiGen's
internet site at http://www.altigen.com. For more information, call
1-888-ALTIGEN or visit our Web site at http://www.altigen.com.
Participants in the Solicitation
AltiGen and its executive officers and directors may be deemed, under SEC
rules, to be participants in the solicitation of proxies from AltiGen's
stockholders with respect to the proposed transaction. Information
regarding the identity of potential participants, and their direct or
indirect interests, by securities, holdings or otherwise, is set forth in
the definitive proxy statement and other materials filed with the SEC in
connection with the proposed transaction.
Forward-Looking Statements
Safe Harbor Statement Under the Private Securities Litigation Reform Act of
1995: The statements which are not historical facts contained in this press
release are forward-looking statements, which are based largely on the
company's expectations and are subject to various business risks and
uncertainties, certain of which are beyond the company's control. Words
such as "expects," "anticipates," "targets," "goals," "projects,"
"intends," "plans," "believes," "seeks," "estimates," variations of such
words, and similar expressions are intended to identify such
forward-looking statements. These forward-looking statements are only
predictions that speak as of the date hereof and are subject to risks,
uncertainties and assumptions that are difficult to predict. Therefore,
actual results may differ materially and adversely from those expressed in
any
forward-looking statements. Factors that might cause or contribute to such
differences include, without limitation, those uncertainties and risks
discussed in detail in "risk factors," in the company's periodic reports on
Form 10-K and 10-Q. The company undertakes no obligation to revise or
update publicly any forward-looking statements to reflect any change in the
expectations of our management with regard thereto or any change in events,
conditions, or circumstances on which any such statements are based.