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Novatel Wireless, Inc. (NASDAQ: NVTL) (the “Company”), a leading provider of intelligent wireless solutions, today announced that it has reached an agreement with the investor group, Novatel Shareholders for Change, under which Dr. Richard Karp and Alex Mashinsky have been immediately appointed to the Company’s board of directors.
As a result of the appointments, the size of the board has been expanded from six to eight members. The size of the board will remain at eight until the 2014 Annual Meeting of Stockholders, at which time the board will be reduced to seven members. In connection with the 2014 Annual Meeting, Novatel Wireless will nominate Dr. Karp and Russell C. Gerns for re-election for terms expiring at the 2017 annual meeting of stockholders. Alex Mashinsky’s term will expire at the 2015 annual meeting.
In addition, the Novatel Wireless board of directors has established the role of independent Chairman of the board of directors and elected Sue Swenson as Chairman, effective immediately. Sue Swenson has served on the board of directors since 2012.
“We look forward to drawing on the experience and perspectives that Dick and Alex each bring to the board as we focus on enhancing value for all Novatel Wireless stockholders. We are also pleased that we were able to come to an agreement with Novatel Shareholders for Change that we believe serves the best interests of Novatel Wireless and all our stockholders,” said Sue Swenson, Chairman of the Board of Novatel Wireless.
Also as part of the agreement, the investors will vote all of their shares in favor of each of the Novatel Wireless board’s nominees at the 2014 Annual Meeting and in accordance with the board’s recommendation with respect to each other proposal, unless Institutional Shareholder Services Inc. recommends otherwise regarding the proposal.
“We are pleased to have worked constructively with management and the board of Novatel Wireless to reach this agreement. We believe Novatel Wireless has significant value. Dick and Alex are well-respected, proven business leaders with decades of experience in the technology sector. We look forward to their active contribution in helping the Company realize its full potential,” said Cobb Sadler, speaking on behalf of Novatel Shareholders for Change.