MONROVIA, Calif.--(BUSINESS WIRE)--
AeroVironment,
Inc. (NASDAQ: AVAV) today issued the following statement in response
to Engaged Capital's withdrawal of its director nominee for election to
AeroVironment's board of directors at the 2013 Annual Meeting of
Stockholders ("2013 Annual Meeting"), scheduled for October 4, 2013.
The AeroVironment board of directors welcomes the views of its
stockholders and appreciates suggestions to help drive long-term growth
and enhanced value creation. Engaged Capital's decision to withdraw its
director nominee and refrain from continuing a disruptive and costly
proxy contest at the 2013 Annual Meeting will allow the company to focus
on executing its growth strategy for the benefit of all stockholders.
The AeroVironment board and management team continue to execute the
company's fiscal 2014 plan successfully by leveraging existing market
leadership to support innovation, encourage market adoption and create
long-term value for all stockholders. In fact, the company continues to
see strong demand for, and rapid adoption of, AeroVironment's unique,
high-quality and innovative products and recently received the largest
order yet, valued at $36.7 million, for Switchbladeâ„¢ tactical missile
systems, ancillary equipment and support. AeroVironment's strategy,
strong balance sheet and prudent capital allocation plan are important
competitive differentiators that enable the company to support growth
initiatives without compromising its ability to make quick and decisive
strategic investments in emerging opportunities.
The AeroVironment board is committed to strong corporate governance
practices and, in that regard, recently nominated two new, independent
and highly qualified individuals to serve as AeroVironment directors:
Tom Burbage, former executive vice president and general manager of one
of the largest defense acquisition programs to date at Lockheed Martin,
and Ed Muller, Vice Chairman of NRG Energy and former chairman and chief
executive officer of both GenOn Energy and Mirant Corporation. The board
also appointed Stephen Page, a former director, vice chairman and chief
financial officer of United Technologies Corporation, and former
president and chief executive officer of its subsidiary, Otis Elevator
Company, as lead independent director.
The interests of AeroVironment's board and management team are fully
aligned with those of all stockholders, as evidenced by their current
collective ownership of more than 16% of the company's common stock. In
addition, the board has established stock ownership guidelines for
directors and senior executives to ensure continued alignment of
interests.
AeroVironment's board and management team are committed to building
value for all stockholders, and will continue to take actions to achieve
this important objective.
If you have any questions, require assistance with voting your WHITE
proxy card,
or need additional copies of the proxy
materials, please contact:
MACKENZIE
PARTNERS, INC.
105 Madison Avenue
New York, NY 10016
proxy@mackenziepartners.com
(212) 929-5500 (Call Collect)
Or
TOLL-FREE (800) 322-2885
About AeroVironment, Inc.
AeroVironment is a technology solutions provider that designs, develops,
produces and supports an advanced portfolio of Unmanned Aircraft Systems
(UAS) and electric transportation solutions. Agencies of the U.S.
Department of Defense and allied military services use the company's
electric-powered, hand-launched unmanned aircraft systems extensively to
provide situational awareness to tactical operating units through
real-time, airborne reconnaissance, surveillance and communication.
AeroVironment's electric transportation solutions include a
comprehensive suite of electric vehicle (EV) charging systems,
installation and network services for consumers, automakers, utilities
and government agencies, power cycling and test systems for EV
developers and industrial electric vehicle charging systems for
commercial fleets. More information about AeroVironment is available at www.avinc.com.
Safe Harbor Statement
Certain statements in this press release may constitute "forward-looking
statements" as that term is defined in the Private Securities Litigation
Reform Act of 1995. These statements are made on the basis of current
expectations, forecasts and assumptions that involve risks and
uncertainties, including, but not limited to, economic, competitive,
governmental and technological factors outside of our control, that may
cause our business, strategy or actual results to differ materially from
those expressed or implied. Factors that could cause actual results to
differ materially from the forward-looking statements include, but are
not limited to, our ability to perform under existing contracts and
obtain additional contracts; changes in the timing and/or amount of
government spending; changes in the supply and/or demand and/or prices
for our products and services; changes in the regulatory environment;
the activities of competitors; failure of the markets in which we
operate to grow; failure to expand into new markets; failure to develop
new products or integrate new technology with current products; and
general economic and business conditions in the United States and
elsewhere in the world. For a further list and description of such risks
and uncertainties, see the reports we file with the Securities and
Exchange Commission, including our most recent Annual Report on Form
10-K and Quarterly Reports on Form 10-Q. We do not intend, and undertake
no obligation, to update any forward-looking statements, whether as a
result of new information, future events or otherwise.
Important Additional Information
AeroVironment and its directors, executive officers and certain
employees may be deemed to be participants in the solicitation of
proxies in respect of the 2013 Annual Meeting. AeroVironment has filed
with the SEC a definitive proxy statement and WHITE proxy card in
connection with the 2013 Annual Meeting (the "2013 Proxy Materials").
The 2013 Proxy Materials contain important information about
AeroVironment, the 2013 Annual Meeting and related matters, including
the interests, if any, of these directors, executive officers and
specified employees. Stockholders are urged to read the 2013 Proxy
Materials and accompanying WHITE proxy card carefully. Stockholders are
able to obtain free copies of the 2013 Proxy Materials and other
documents filed with the SEC by AeroVironment through the web site
maintained by the SEC at www.sec.gov
and on AeroVironment's web site at www.investor.avinc.com
Additional AeroVironment News: http://www.avinc.com/resources/news
AeroVironment Media Gallery: http://www.avinc.com/media_gallery
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AeroVironment, Inc.
Steven Gitlin, +1-626-357-9983
ir@avinc.com
or
Joele
Frank, Wilkinson Brimmer Katcher
Matt Sherman / Andrew Siegel /
James Golden
+1-212-355-4449
Source: AeroVironment, Inc.
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