This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here
Stocks Under $10 with 50-100% upside potential - 14 days FREE!

Valpey-Fisher Corporation Announces Filing Of Supplement To Proxy Statement And Settlement Of Litigation Related To Proposed Merger

Valpey-Fisher Corporation (“Valpey-Fisher”) (Nasdaq:VPF) announced today that it has filed with the Securities and Exchange Commission (“SEC”) a supplement (the “Proxy Supplement”) to its definitive proxy materials relating to the previously announced proposed merger of Valpey-Fisher with VF Acquisition Corp., an indirect wholly-owned subsidiary of CTS Corporation (“CTS”) (NYSE:CTS), pursuant to an Agreement and Plan of Merger, dated as of November 17, 2011. The Proxy Supplement has been filed in connection with the settlement of a class action litigation relating to the proposed merger.

As described in the Proxy Supplement, a putative class action lawsuit was brought against Valpey-Fisher, each member of Valpey-Fisher’s Board of Directors, CTS and VF Acquisition Corp., challenging the proposed merger, in the Circuit Court for Montgomery County, Maryland on behalf of Valpey-Fisher’s stockholders. On January 12, 2012, counsel for all the parties entered into a memorandum of understanding, in which they agreed on the terms of a settlement of the stockholder litigation. The proposed settlement is conditioned upon, among other things, consummation of the merger and final approval of the proposed settlement by the court. Pursuant to the terms of the memorandum of understanding, Valpey-Fisher has agreed to make certain supplemental disclosures related to the merger, which are contained in the Proxy Supplement filed today. The settlement will not affect the amount of the merger consideration that Valpey-Fisher’s stockholders are entitled to receive in the merger.

The Proxy Supplement is available through the SEC’s website at www.sec.gov. Stockholders are urged to read carefully the proxy statement and the Proxy Supplement filed today.

The Valpey-Fisher Board of Directors has recommended that Valpey-Fisher stockholders vote “ FOR” the proposal to approve the merger. Valpey-Fisher stockholders who have questions about the merger proposal or who need help voting their shares should contact Valpey-Fisher’s proxy solicitation agent, MacKenzie Partners, Inc. toll-free at (800) 322-2885.

Additional Information and Where to Find It

Valpey-Fisher has filed with the SEC a definitive proxy statement and other relevant materials in connection with the merger described above. The definitive proxy statement has been sent to the stockholders of Valpey-Fisher. Before making any voting decision with respect to the merger, stockholders are urged to read the proxy statement and the other relevant materials because they contain important information about the merger. The proxy statement and other relevant materials and any other documents filed by Valpey-Fisher with the SEC, may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, stockholders may obtain free copies of the documents filed with the SEC by contacting MacKenzie Partners, Inc. toll-free at (800) 322-2885.

Valpey-Fisher and its respective executive officers and directors may be deemed to be participants in the solicitation of proxies from the security holders of Valpey-Fisher in connection with the merger. Information about those executive officers and directors of Valpey-Fisher and their ownership of Valpey-Fisher’s common stock is set forth in the proxy statement on Schedule 14A for its 2011 Annual Meeting of Stockholders, which was filed with the SEC on April 5, 2011. Additional information regarding the interests of participants in the solicitation of proxies in connection with the merger is included in the definitive proxy statement filed by Valpey-Fisher with the SEC on December 20, 2011.

1 of 2

Select the service that is right for you!

COMPARE ALL SERVICES
Action Alerts PLUS
Try it NOW

Jim Cramer and Stephanie Link actively manage a real portfolio and reveal their money management tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
  • Weekly roundups
TheStreet Quant Ratings
Try it NOW
Only $49.95/yr

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
  • Upgrade/downgrade alerts
Stocks Under $10
Try it NOW

David Peltier, uncovers low dollar stocks with extraordinary upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
  • Weekly roundups
Dividend Stock Advisor
Try it NOW

Jim Cramer's protege, David Peltier, identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Alerts when market news affect the portfolio
  • Bi-weekly updates with exact steps to take - BUY, HOLD, SELL
Real Money Pro
Try it NOW

All of Real Money, plus 15 more of Wall Street's sharpest minds delivering actionable trading ideas, a comprehensive look at the market, and fundamental and technical analysis.

Product Features:
  • Real Money + Doug Kass Plus 15 more Wall Street Pros
  • Intraday commentary & news
  • Ultra-actionable trading ideas
Options Profits
Try it NOW

Our options trading pros provide daily market commentary and over 100 monthly option trading ideas and strategies to help you become a well-seasoned trader.

Product Features:
  • 100+ monthly options trading ideas
  • Actionable options commentary & news
  • Real-time trading community
  • Options TV
To begin commenting right away, you can log in below using your Disqus, Facebook, Twitter, OpenID or Yahoo login credentials. Alternatively, you can post a comment as a "guest" just by entering an email address. Your use of the commenting tool is subject to multiple terms of service/use and privacy policies - see here for more details.
Submit an article to us!
DOW 17,088.50 +8.93 0.05%
S&P 500 2,001.99 +5.25 0.26%
NASDAQ 4,575.1240 +17.4290 0.38%

Brokerage Partners

Rates from Bankrate.com

  • Mortgage
  • Credit Cards
  • Auto

Free Newsletters from TheStreet

My Subscriptions:

After the Bell

Before the Bell

Booyah! Newsletter

Midday Bell

TheStreet Top 10 Stories

Winners & Losers

Register for Newsletters
Top Rated Stocks Top Rated Funds Top Rated ETFs