Benzinga | Jun 3, 2021 05:34PM EDT

KVH Industries Earlier Reported Independent Board Members Sent Letter To Shareholders Highlighting Co.'s 'Strategy is Working and Positive Momentum is Clear'

Company's Strategy is Working and Positive Momentum is Clear

Believe KVH's Two Independent Director Nominees Bring the Fresh Perspectives and Right Skill Sets to Help Oversee Management and Successfully Execute Strategy

Independent Directors Have Serious Concerns about VIEX's Nominees -- Including Their Troubling Track Records, Lack of Any Specific Ideas for Improving KVH and Disregard for Boardroom Diversity

Urge Shareholders to Vote for KVH's Highly Qualified Candidates on the BLUE Proxy Card

MIDDLETOWN, R.I.--(BUSINESS WIRE)-- The independent members of the Board of Directors (the "Independent Directors") of KVH Industries, Inc., (NASDAQ:KVHI) -- Mark S. Ain, Danelle M. Barrett, James Dodez, Stanley K. Honey, Robert Tavares and Charles R. Trimble -- today issued a letter to shareholders in connection with the Company's upcoming annual meeting of shareholders to be held on June 17, 2021.

The full text of the letter is available at: https://protectkvh.com/wp-content/uploads/2021/06/KVH-Shareholder-Letter-June-3-Final.pdf

The letter highlights the following:

* KVH's progress in executing against its strategy is clear -- and shareholders are seeing results. This positive momentum is reflected in the Company's total shareholder return of 66% over the past year and 29% year-to-date.1

* After years of focused investment, KVH's shift towards innovative service offerings and new products and solutions is set to drive more predictable, higher-margin revenue. The Independent Directors are confident this progress will continue to translate into greater value for shareholders.

* In order to help oversee management and the successfully execute KVH's strategy, the Board has been focused on ensuring there are individuals with fresh perspectives and the right skill sets in the boardroom. Both of KVH's independent nominees for the upcoming 2021 annual meeting -- Cielo Hernandez and Cathy-Ann Martine-Dolecki -- have valuable experience as leaders in industries directly relevant to KVH's business and would be highly valuable to the Board and the Company.

* The Independent Directors have serious concerns about the VIEX nominees, Eric Singer (also VIEX's founder and managing member) and John Mutch. In its investor presentation issued on May 27, VIEX fails to offer any specific ideas for improving KVH, and merely expresses the same generic criticisms that VIEX and Eric Singer have made at other companies they have targeted in the past.

* Most concerning to the Independent Directors is that in 2018 Mr. Singer was found by a Delaware court to have breached his fiduciary duty of loyalty to shareholders when he was on the board of PLX Technology Inc.2 According to the ruling, after being appointed Chair of a Special Committee to explore strategic alternatives, he was found to have effectively misled his fellow directors in order to "rig the bid" for his preferred acquirer. In the view of the Independent Directors, managing a sales process with integrity is among the most sacrosanct duties of a director. The Independent Directors believe that having violated that trust so egregiously is disqualifying for any director candidate.

The Board strongly encourages shareholders to vote for its two exceptional and high-integrity nominees, Ms. Hernandez and Ms. Martine, on the BLUE proxy card, to help preserve KVH's momentum.

For additional information, please visit www.ProtectKVH.com.