Comtech Announces Adjournment of Annual Meeting of Stockholders

Rhea-AI Summary

Comtech Telecommunications Corp. (NASDAQ: CMTL) announced the adjournment of its Annual Meeting to December 28, 2021, allowing shareholders more time to vote for company nominees via the Blue proxy card. This decision follows a cooperation agreement with Outerbridge Capital Management, which involves supporting a unified slate of directors and withdrawing prior nominations. Shareholders are encouraged to submit their votes promptly and can contact Innisfree M&A Incorporated for assistance.

Positive

• Adjournment allows shareholders additional time to consider and vote on nominees.
• Cooperation agreement with Outerbridge could lead to a unified board supporting company direction.

Negative

• The need to adjourn the meeting may indicate uncertainty or discontent among shareholders.
• Shareholders may feel pressured to quickly submit votes, complicating decision-making.

Annual Meeting adjourned until December 28, 2021, to allow shareholders to vote for Company nominees on Blue proxy card

MELVILLE, N.Y.--(BUSINESS WIRE)-- December 17, 2021-- Comtech Telecommunications Corp. (NASDAQ: CMTL), a leading global provider of next-generation 911 emergency systems and secure wireless communications technologies, today convened and then adjourned its Annual Meeting of Stockholders without conducting any other business. As a result of the Company’s cooperation agreement with Outerbridge Capital Management, under which both parties will support a unified slate of directors and Outerbridge will withdraw its nomination notice, the Annual Meeting has been adjourned until December 28, 2021 at 9:00 a.m. ET to provide shareholders with additional time to submit their proxies.

Shareholders who previously voted on the White proxy card who wish to have their shares counted with respect to the election of directors must submit their vote on the Blue proxy card. Shareholders who voted on the Blue proxy card do not need to vote again if they do not wish to change their vote. Shareholders who have not already voted are encouraged to do so promptly using the instructions provided in their Blue voting instruction form or proxy card.

If you have any questions or require any assistance with voting your shares, please call Comtech’s proxy solicitor, Innisfree M&A Incorporated:

Toll-Free: (877) 750-8198 (from the U.S. and Canada)
Or +1 (412) 232-3651 (from other locations)

About Comtech

Comtech Telecommunications Corp. is a leading global provider of next-generation 911 emergency systems and secure wireless communication technologies to commercial and government customers around the world. Headquartered in Melville, New York and with a passion for customer success, Comtech designs, produces and markets advanced and secure wireless solutions. For more information, please visit www.comtechtel.com.

Forward-Looking Statements

Certain information in this press release contains statements that are forward-looking in nature and involve certain significant risks and uncertainties, including about our business trajectory, future revenue and sales, acquisition strategy, management and governance changes, and growth. Actual results could differ materially from such forward-looking information. Risks and uncertainties that could impact these forward-looking statements include: the possibility that the expected synergies and benefits from recent acquisitions will not be fully realized, or will not be realized within the anticipated time periods; the risk that the acquired businesses will not be integrated with the Company successfully; the possibility of disruption from recent acquisitions, making it more difficult to maintain business and operational relationships or retain key personnel; the risk that the Company will be unsuccessful in implementing a tactical shift in its Government Solutions segment away from bidding on large commodity service contracts and toward pursuing contracts for its niche products with higher margins; the nature and timing of receipt of, and the Company's performance on, new or existing orders that can cause significant fluctuations in net sales and operating results; the timing and funding of government contracts; adjustments to gross profits on long-term contracts; risks associated with international sales; rapid technological change; evolving industry standards; new product announcements and enhancements; changing customer demands and or procurement strategies; changes in prevailing economic and political conditions; changes in the price of oil in global markets; changes in foreign currency exchange rates; risks associated with the Company's legal proceedings, customer claims for indemnification, and other similar matters; risks associated with the Company’s obligations under its Credit Facility; risks associated with the Company's large contracts; risks associated with the COVID-19 pandemic and related supply chain disruptions; and other factors described in this and the Company's other filings with the Securities and Exchange Commission. We assume no obligation and do not intend to update these forward-looking statements or to conform these statements to actual results or to changes in our expectations.

Additional Information and Where to Find It

Comtech has filed with the Securities and Exchange Commission (“SEC”) and mailed to the Company’s stockholders a definitive proxy statement, an accompanying BLUE proxy card and other relevant documents in connection with the Company’s Fiscal 2021 Annual Meeting of Stockholders (the “2021 Annual Meeting”). THE COMPANY’S STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT, THE ACCOMPANYING BLUE PROXY CARD AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE COMPANY’S 2021 ANNUAL MEETING OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY’S 2021 ANNUAL MEETING AND THE PARTIES RELATED THERETO. The Company’s stockholders may obtain a free copy of documents filed with the SEC at the SEC’s website at https://www.sec.gov or the Company’s website at www.comtechtel.com/investor-relations.

Participants in the Solicitation

The Company, its directors, and certain of its executive officers are, and certain other members of management and employees of the Company may be deemed, “participants” in the solicitation of proxies from stockholders in connection with the matters to be considered at the 2021 Annual Meeting. Information regarding the direct and indirect interests, by security holdings or otherwise, in the Company of the persons who are or may be, under the rules of the SEC, considered participants in the solicitation of the stockholders of the Company in connection with the Company’s 2021 Annual Meeting are set forth in the Company’s definitive proxy statement filed in connection with the Company’s 2021 Annual Meeting and other relevant documents filed with the SEC. You can also find information about the Company’s executive officers and directors in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2021, the Company’s and such persons’ other filings with the SEC.

PCMTL

View source version on businesswire.com: https://www.businesswire.com/news/home/20211216006227/en/

Media

Kekst CNC

Nicholas.Capuano@kekstcnc.com

(212) 521-4800

Investor

Comtech Investor Relations

Investors@comtech.com

(631) 962-7005

Source: Comtech Telecommunications Corp.

FAQ

Why was the Comtech Annual Meeting adjourned?

The Comtech Annual Meeting was adjourned to allow shareholders additional time to vote for company nominees following a cooperation agreement with Outerbridge Capital Management.

When is the rescheduled date for Comtech's Annual Meeting?

The rescheduled date for Comtech's Annual Meeting is December 28, 2021, at 9:00 a.m. ET.

What should shareholders do if they voted on the White proxy card?

Shareholders who voted on the White proxy card must submit their votes again using the Blue proxy card for the election of directors.

How can shareholders contact Comtech for voting assistance?

Shareholders can contact Comtech's proxy solicitor, Innisfree M&A Incorporated, at (877) 750-8198 for assistance with voting.