defa14a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
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Soliciting Material Pursuant to §240.14a-12 |
PULSE ELECTRONICS CORPORATION
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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Dear Valued Customer:
We have had an eventful few months since I joined Pulse in January. I have been working diligently
to assess Pulses strengths and the areas where we can improve, and I am writing today to update
you on a few developments that will benefit Pulse and our customers over the long-term.
It is clear that Pulse has many strengths, including its innovative proprietary technologies,
established high quality products, and strong engineering and manufacturing expertise. We also
have areas where we can enhance the value we deliver to our customers, partners, shareholders and
employees, and I believe we have the right plan in place to do just that. Our comprehensive plan
includes lowering Pulses general and administrative expenses, optimizing our manufacturing
efficiencies, implementing a new enterprise resource planning system and building on our technology
leadership. These improvements will not happen overnight, but our work is well underway and will
continue over the next 18-24 months. Obviously some, like technology leadership, are a never
ending commitment. We expect all of these initiatives will benefit our business and enable us to
be an even stronger partner to you.
In addition, we have proposed adding significant experience to our Board of Directors at our
upcoming annual meeting, including three new candidates who have strong technology sector,
financial and global operations experience. With the addition of these high quality director
candidates, we believe we will have an even stronger, independent Board supporting Pulses growth.
During my first three months at Pulse I have been very impressed with the capability and commitment
of the team here from engineering right up to senior management and the directors. Everyone is
focused on delivering the best product to you.
You may read in the press over the next month or so that one of our competitors, Bel Fuse Inc., is
attempting to take over Pulse through a hostile proposal and related campaign to elect its
handpicked nominees to our Board. Our Board reviewed Bel Fuses uncertain and opportunistic
proposal in March and unanimously rejected it, and we are opposing Bel Fuses attempt to place its
candidates on our Board. We believe its proposal and related Board nominations are simply an
attempt to capture the value at Pulse that rightly belongs to our shareholders. While our public
dialogue with our shareholders regarding the annual meeting will continue over the next few weeks,
we want to assure you that we remain focused on our business and to providing you the superior
innovation, customer service and quality products you expect from Pulse.
Please do not hesitate to reach out to your local Pulse representative, or myself, should you have
any questions. We appreciate your support. I look forward to keeping in touch.
Sincerely,
/s/ Ralph Faison
Ralph Faison
Chairman, President and Chief Executive Officer
Pulse Electronics Corporation
Dear Valued Supplier:
We have had an eventful few months since I joined Pulse in January. I have been working diligently
to assess Pulses strengths and the areas where we can improve, and I am writing today to update
you on a few developments that will benefit Pulse, our customers and suppliers over the long-term.
It is clear that Pulse has many strengths, including its innovative proprietary technologies,
established high quality products, and strong engineering and manufacturing expertise. We also
have areas where we can enhance the value we deliver to our customers, partners, shareholders and
employees, and I believe we have the right plan in place to do just that. Our comprehensive plan
includes lowering Pulses general and administrative expenses, optimizing our manufacturing
efficiencies, implementing a new enterprise resource planning system and building on our technology
leadership. These improvements will not happen overnight. We expect to work on these over the
next 18-24 months. We expect all of these initiatives will benefit our business and enable us to be
an even more important customer for you.
In addition, we are adding significant experience to our Board of Directors at our upcoming annual
meeting, including three new candidates we are nominating who have strong technology sector and
global operations experience. With the addition of these high quality director candidates, we
believe we will have an even stronger, independent Board supporting Pulses growth. During my
first three months at Pulse I have been very impressed with the high caliber of people here from
our engineers to our directors. Everyone is focused on delivering the best product to our
customers.
You may read in the press over the next month or so that our competitor, Bel Fuse Inc., is
attempting to take over Pulse through a hostile proposal and related campaign to elect its
handpicked nominees to our Board. Our Board reviewed Bel Fuses uncertain and opportunistic
proposal in February and unanimously rejected it, and we are opposing Bel Fuses attempt to place
its candidates on our Board. We believe its proposal and related Board nominations are simply an
attempt to capture the value at Pulse that rightly belongs to our shareholders. While our public
dialogue with our shareholders regarding the annual meeting will continue over the next few weeks,
we want to assure you that we remain focused on our business and to providing our customers the
superior innovation, customer service and quality products they expect from Pulse.
Please do not hesitate to reach out to your Pulse commodity manager or buyer should you have any
questions. We appreciate your support. I look forward to keeping in touch.
Sincerely,
/s/ Ralph Faison
Ralph Faison
Chairman, President and Chief Executive Officer
Pulse Electronics Corporation