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Published on 7/7/2008 in the Prospect News Special Situations Daily.

Shareholder group seeks to change Zarlink board, oust CEO

By Lisa Kerner

Charlotte, N.C., July 7 - The Concerned Shareholders of Zarlink Semiconductor Inc. filed a proxy circular nominating an alternative slate of directors "who can lead the company to greater value," the shareholder group said.

In a letter to Zarlink shareholders, the group cited its concerns, including Zarlink's "chronic underperformance" over the past several years, "poor" financial results and loss of share value.

"It is evident to us that Zarlink lacks the vision, discipline and leadership to succeed," the letter said.

Members of the Concerned Shareholders include Scott Leckie, who manages funds owning the second-largest holding in the company, as well as David Banks and Daniel Owen. Together, they own or control more than 5.9% of Zarlink's shares.

Zarlink shareholders were urged to use the blue proxy to vote for Banks, Owen, Neil Carragher, Kalai Kalaichelvan and Luke Smith, as well as for management nominees Adam Chowaniec, Hubert T. Lacroix and J. Spencer Lanthier at the special meeting on July 23.

The new board would move immediately to replace Zarlink president and chief executive Kirk Mandy, the letter noted.

Zarlink designs, manufactures and distributes semiconductors in Europe, Asia Pacific, the United States and Canada. The company is located in Ottawa, Ont.


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