Asyst CEO to employees: beware posts like these

If you are an employee at Asyst Technologies and you are reading this, maybe you shouldn’t.

Your boss, Steve Schwartz, sent you a note Wednesday warning that “You may see some headlines over the next several days” regarding a shareholder proposal from “an activist hedge fund,” Riley Investment Partners run by Bryant Riley.

On Wednesday, Asyst reported receiving a letter from Riley telling Asyst the intends to nominate directors for six of the seven seats on Asyst’s board. The letter was included in a filing Asyst made Thursday, along with Schwartz’s note to employees, in which he said:

“As there may be headlines and chatter in the market, I wanted you to hear about this from me promptly. I do not anticipate any interruption in our day-to-day business as a result of this notice. However, I expect that it will spark speculation in the press and elsewhere about Asyst. It is in all of our best interests not to be distracted by this speculation and to remain focused on our day-to-day responsibilities. Most importantly, we should continue delivering for our customers.”

Among Riley’s nominees to the board are:

Riley himself, 41, who manages the investment firm and is also chairman of B. Riley & Co., a Southern California-based brokerage and investment banking firm “”providing research and trading ideas primarily to institutional investors.”

J. Michael Gullard, age 63, a general partner of Cornerstone Management, an investment firm that also provides “strategic focus and direction for technology companies primarily in software and data communications.

Melvin Keating, 61, CEO of Alliance Semiconductor, a valley company in which Riley has acquried a huge stake, and whose board includes Gullard.

Bill Roeschlein, 39, chief financial officer of Selectica, and a former officer at Asyst. (Actually, Roeschlein notified Selectica June 18, the day before Riley’s letter, that he would resign this position effective today, to “accept a similar position with another publicly-held company in a different industry.” No mention of his impending departure was made in Riley’s letter.)

Foad Tamaddon, 50, president of Tamco Associates, a Newport Beach consulting firm

Kenneth Potashner, 50, an independent investor who was formerly CEO of SonicBlue, which developed the digital video recorder ReplayTV before filing for bankruptcy in 2003.

Supporting Riley in his proxy bid is former Asyst CEO, Mihir Parikh, who in 2003 alleged the company wrongfully terminated him and discriminated against him “based on age, race and national origin.” He also accused the company of fraud, deceit, and defamation. He is now the CEO at Aquest Systems, which joined with The Gores Group earlier this year in an aborted effort to explore buying Asyst for $5 to $6 a share.


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