Rackable Continues to Oppose the Board Nominations
As proposed by Richard Leza
This is a Press Release edited by StorageNewsletter.com on April 10, 2008 at 3:31 pmRackable Systems, Inc. intends to continue to oppose the Board nominations
and stockholder proposal outlined in the proxy materials filed today
by Richard Leza Jr. with respect to the company’s 2008 Annual Meeting
of Stockholders.
As previously announced, the Nominating and Corporate Governance
Committee carefully considered Leza’s Director nominations and
determined that the two candidates do not have the qualifications that
the Committee believes would be vital to maintaining a strong,
independent, diverse and effective Board. Among other factors, the
Committee determined that the proposed candidates lack relevant
experience in Rackable Systems’ industry or with its potential
customers, and lacked other qualifications that would make them
valuable additions to Rackable Systems’ experienced Board.
Furthermore, the Board previously reviewed the advisory
stockholder proposal set forth by Mr. Leza. The Board reiterated that
while it recognizes the value and emerging trend of boards soliciting
and considering stockholders’ views on executive compensation and
disclosure, it continues to believe that there are more effective
means for stockholders to communicate their views directly to the
Board, and that this proposal is not the best approach at this time
for the company, particularly in light of the highly competitive
environment in which small and mid-sized technology firms operate.
"Consistent with our earlier conclusions, the Board continues to
believe that Mr. Leza’s nominations as well as his proposal would not
be in the best interests of Rackable Systems and its stockholders,"
said Mark J. Barrenechea, President and Chief Executive Officer of
Rackable Systems. "We recently added two highly qualified independent
Board members, and both Rackable Systems’ Board and management team
are committed to building the company, maintaining the highest
standards of corporate governance, and maximizing value for all of our
stockholders."