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Safeguard Scientifics, Inc. (SFE)

Annual Shareholder Meeting Call

May 24, 2012 08:00 ET


Andy Lietz – Chairman

Deirdre Blackburn – Secretary

Peter Boni – Chief Executive Officer

Steve Zarrilli – Chief Financial Officer

Jim Datin – Executive Vice President, Life Sciences


Andy Lietz – Chairman

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Good morning. I’d like to welcome all of you here to the Annual Meeting of Shareholders. I am Andy Lietz, Chairman of the Board of Directors of Safeguard Scientifics and I will preside over the meeting this morning.

I hereby call the meeting to order. Now, before proceeding to the business of the meeting, I’d like to introduce the other directors and officers of Safeguard who are with us today as well as some other invited guests. The other members of Safeguard’s board who are present here today are Peter Boni, Julie Dobson, George MacKenzie, George McClelland, Jack Messman, John Roberts, and Robert Rosenthal.

Of the Safeguard officers that are present here today are Jim Datin, Executive Vice President and Managing Director of our Life Sciences Group; Brian Sisko, Vice President and General Counsel; Steve Zarrilli, Senior Vice President, Chief Financial Officer; and John Shave, Vice President of Business Development and Corporate Communications. I’d also like to introduce Mike Doyle, Brian Stewart, Gerry McGinnis, and David Green of KPMG Safeguard’s Registered Public Accounting Firm and Deirdre Blackburn, the company’s Secretary who will act as Secretary of the meeting.

I hereby appoint Deirdre Blackburn to act as judge of election. Deirdre?

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Deirdre Blackburn – Secretary

Mr. Chairman notices this meeting has been sent to all shareholders entitled to vote at the meeting, the certified list of shareholders entitled to vote at this meeting is available and maybe examined by any shareholder present. More than a majority of the company’s outstanding shares entitled to vote are represented either in person or by proxy of this meeting, which is enough to constitute a quorum.

Andy Lietz – Chairman

Since the quorum is present, we can now proceed with the business of the meeting. If you have previously voted, you do not need to vote in person unless you wish to change your vote. Ballots have been made available to those shareholders who indicated a desire to vote in person. If any shareholder has not yet received a ballot and wishes to vote in person, please raise your hand so that we may distribute one to you at this time.

I will review the other matters to be voted upon and then we will open the polls for voting. The first order of business is to elect eight directors to whole office for the next year. The persons nominated by the board for election as directors are Peter Boni, Julie Dobson, George MacKenzie, George McClelland, Jack Messman, John Roberts, Robert Rosenthal, and me.

The second order of business is the proposal to ratify the appointment of KPMG as Safeguard’s Independent Registered Public Accounting Firm for 2012.

The third and final order of business is a vote on a non-binding advisory resolution as set forth in the proxy statement concerning the compensation of Safeguard’s named executives. Those being all the formal items that come before the meeting for a vote, the polls are now open for voting. If you are voting by ballot, please mark your ballots and raise your hand, so that your ballot can be picked up and your votes are counted. Are there any other ballots that have not yet been collected? Since all shareholders desiring to vote have done so, I declare the poll is closed. The judge of election will now tabulate the votes. Deirdre, thank you very much.

The judge of election says give me a preliminary report of the voting, the tabulation of proxies and balance indicate that the nominees from the board have all been elected. Congratulations to all of you, the appointment of KPMG as Safeguard’s independent audit and registered public accounting firm have been ratified. And the non-binding advisory resolution concerning the compensation of our executive officers has been approved.

A written certification of the exact tabulation of the votes will be included in the minutes of this meeting. That concludes the formal 2012 Annual Meeting of Shareholders. I hereby declare this meeting adjourned. Peter Boni, our CEO will now give a short presentation about the company. Peter?

Peter Boni – Chief Executive Officer

Thanks, Andy. That was exceptional Mr. Chairman.

Andy Lietz – Chairman

Thank you.

Peter Boni – Chief Executive Officer

Good morning and welcome. Alright, I trust you all make yourselves familiar with our forward-looking statements as well. While we have had quite a ride in Safeguard Scientifics with a 59-year rich and colorful history, Safeguard as you recall started in the 50s as an industrial products holding company and it’s been somewhat of a familiar because it’s been able to move as the world has moved. Data processing services in the 70s, technology in the 80s, hardware, communications, software, three innovative companies, the first one of its kind in the New York Stock Exchange that actually the first one to do a subscription rights offering of a high-tech company. This is how Novell, Cambridge Technology Partners, QVC, Kanbay, Docucorp, whole host of high profile firms actually got a public phase.

In the 90s, it positioned itself as an internet incubator and when light was good, it was very, very good until that bubble burst. And when the bubble burst, the company like many firms in the internet bubble era and so on some difficulty while they were able to regroup with some stability brought into the firm through a group from GE at all that took majority stakes and some stable services businesses. The notion was the stability in the aftermath as the burst of the bubble would be a good thing.

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