SAN JOSE, Calif., June 15, 2010 (GLOBE NEWSWIRE) -- Bell Microproducts Inc. (Nasdaq:BELM) today announced that RiskMetrics Group (formerly Institutional Shareholder Services) and Glass Lewis, two leading independent proxy advisory firms, have recommended that Bell Micro's shareholders vote "For" approval of the proposed acquisition by Avnet at a special meeting of shareholders on June 28, 2010, at 2:00 p.m. Pacific Time. RiskMetrics Group and Glass Lewis have also recommended that shareholders vote "For" the proposal to adjourn the special meeting, if necessary, to solicit additional proxies in favor of the proposed transaction.
On March 28, 2010, Bell Micro entered into a definitive agreement to be acquired by Avnet in a cash merger for $7.00 per share. The proposed transaction has a value of approximately $631 million, which is based upon an equity value of approximately $252 million and Bell Micro's debt position, at face value and net of cash, of $379 million at March 31, 2010.
The analysis and voting recommendations of RiskMetrics Group and Glass Lewis are relied upon by hundreds of major institutional investment funds, mutual funds and fiduciaries across the country."Receiving the recommendation of the two industry-leading proxy advisory firms, RiskMetrics Group and Glass Lewis, is a strong sign that this acquisition provides superior value to Bell Micro's shareholders," said W. Donald Bell, President and Chief Executive Officer of the Company. "We feel that this combination is a win for our investors, customers and employees." Bell Micro's Board of Directors recommends that shareholders vote in favor of the merger. Each shareholder vote is very important, regardless of the number of shares owned. The approval of the merger proposal requires the affirmative vote of the holders of a majority of the outstanding shares of our common stock. If a shareholder abstains or does not vote on the merger proposal, this will have the same effect as a vote against the merger proposal. Whether or not a shareholder plans to attend the special meeting, the Board of Directors urges shareholders to submit their proxy through the Internet or by telephone or complete, date, sign and return, as promptly as possible, the proxy card sent to them by mail.