Ocean Power Technologies Sends Letter to Shareholders Highlighting Continued Execution of Company’s Value-Enhancing Strategy
Urges Shareholders to Vote Only on the WHITE Proxy Card “FOR” All the Company’s Proposals, Including Voting “FOR ALL" of the Board’s Highly Qualified and Experienced Nominees
OPT’s Current Board and Management Team Remain Focused on Executing the Company’s Strategy to Drive Long-term Growth, Profitability, and Shareholder Value
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The full text of the letter is below:
Dear Fellow Shareholders,
Thank you for your investment. We remain fully committed to delivering value for you and are excited about the opportunities that lie ahead as we continue to execute our strategy of meeting our customers’ needs and emphasizing commercialization as we move away from the R&D phase of our evolution.
This year your vote at OPT’s 2023 Annual Meeting – scheduled for
- OPT urges shareholders to vote on the WHITE proxy card to show their support for all the Company’s proposals, including the election of all of the Board of Directors’ (the “Board”) highly qualified director nominees and the continued execution of OPT’s strategy.
You may also receive materials from an activist investor,
Paragon Technologies, Inc.(“Paragon”) (OTC Pink: PGNT). Based on a recent Delaware Court of Chanceryruling denying Paragon’s requested relief, OPT will not be facing a contested director election at the 2023 Annual Meeting. This means a vote for any of Paragon’s purported nominees on the blue proxy card will not be counted. Shareholders are encouraged to discard Paragon’s materials.
- Protect your investment and make sure your vote is counted by voting on the WHITE proxy card today.
OPT Has Taken Decisive Action to Create Value for Shareholders
Philipp Stratmannbecame President and Chief Executive Officer in June 2021, the OPT Board and management team – which also includes recently added Chief Financial Officer, Robert P. Powers, CPA, and newly promoted Chief Commercial Officer, Matt Burdyny– have focused on transforming the Company and building a foundation for sustainable, profitable growth and value creation.
- As we recently announced, we have entered the next phase of our evolution and our R&D efforts have been substantially completed.
Now, we are focusing on meeting our customers’ needs and emphasizing the commercialization of our cutting-edge pipeline of products – particularly for the national security and defense markets. Notably, the majority of the team is now comprised of
U.S.military and NATOveterans and staff.
- We expect that recent meaningful contract wins, the growth in OPT’s commercial pipeline, and the corresponding savings from the divestiture of our consulting team will enable us to reach profitability and be cash-flow positive during calendar year 2025 using current capital resources.
Our Board Has the Right Mix of Industry Experience and Backgrounds to Continue Leading OPT Forward and to
Our Board is comprised of six highly qualified individuals –
Terence J. Cryan(Chairman), J. Philipp Stratmann, Clyde W. Hewlett, Natalie Lorenz-Anderson, Diana G. Purcel, and Peter E. Slaiby– five of whom are independent.
- Our directors possess expertise and skills across areas critical to OPT’s business and future success, including relevant industry, technology, IT, cyber, marketing, finance, and governance expertise.
- We regularly evaluate Board composition to ensure it reflects the appropriate skills and experience necessary to drive growth and enhanced value for all OPT shareholders.
- Case in point: five of our six directors have joined over the past three years and our average independent director tenure is approximately four years.
Votes For Any of Paragon’s Purported Nominees on the Blue Proxy Card Will Not Be Counted – Make Sure Your Voice is Heard
Based on the
November 30ruling of the Delaware Court of Chancerydenying Paragon’s requested relief, OPT will not be facing a contested director election at the 2023 Annual Meeting and Paragon’s purported nominees will be disregarded and will not be voted on at the 2023 Annual Meeting.
- Additionally, no proxies or votes in favor of Paragon’s purported nominees will be recognized or tabulated at the 2023 Annual Meeting.
- Paragon continues to make distracting and misleading statements regarding OPT’s performance, strategy, prospects, leadership, and corporate governance – as it tries to pursue a self-interested and undisclosed agenda. We believe you should ignore this noise.
- Please also disregard any blue proxy card sent to you by Paragon. Only the latest dated proxy card will count at the 2023 Annual Meeting.
Your Board strongly urges you to protect your investment by voting “FOR” all the Company’s proposals, including voting “FOR ALL” of your Board’s very experienced and highly qualified nominees (
Thank you for your continued support of OPT.
The OPT Board of Directors
WE URGE YOU TO COMPLETE, DATE, AND SIGN THE ENCLOSED WHITE PROXY CARD AND MAIL IT PROMPTLY IN THE POSTAGE-PAID ENVELOPE PROVIDED, OR VOTE BY TELEPHONE OR THE INTERNET AS INSTRUCTED ON THE WHITE PROXY CARD, WHETHER OR NOT YOU PLAN TO ATTEND THE 2023 ANNUAL MEETING.
PLEASE COMPLETE, DATE, SIGN, AND RETURN EVERY WHITE PROXY CARD YOU RECEIVE.
THE BOARD RECOMMENDS A VOTE “FOR” ALL THE COMPANY’S PROPOSALS, INCLUDING A VOTE “FOR ALL” OF OUR BOARD’S NOMINEES ON THE ENCLOSED WHITE PROXY CARD.
PROTECT YOUR INVESTMENT!
YOUR VOTE IS IMPORTANT, NO MATTER HOW MANY OR HOW FEW SHARES YOU OWN.
WE URGE YOU NOT TO SIGN OR RETURN ANY BLUE PROXY CARD SENT TO YOU BY PARAGON.
If you have any questions or require assistance in voting your WHITE proxy card, please contact Morrow Sodali, our proxy solicitation firm, at:
509 Madison Avenue Suite 1206
Stockholders Call Toll Free: (800) 662-5200
Banks, Brokers, Trustees, and Other Nominees Call Collect: (203) 658-9400
OPT, a leader in innovative and cost-effective, low carbon marine data, power, and consulting services, provides intelligent maritime solutions and services that enable safer, cleaner, and more productive ocean operations for the defense and security, oil and gas, science and research, and offshore wind markets. Our PowerBuoy® platforms provide clean and reliable electric power and real-time data communications for remote maritime and subsea applications. We also provide WAM-V® autonomous surface vessels (ASV) and marine robotics services through our wholly owned subsidiary Marine Advanced Robotics and strategic consulting services including simulation engineering, software engineering, concept design and motion analysis through our wholly owned subsidiary 3Dent. We are headquartered in
This press release contains forward-looking statements that are within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, those statements relating to OPT’s future operating and financial performance, the impact of OPT’s various initiatives on the enhancement of stockholder value and its future operating and financial performance, OPT’s expectation that it will be profitable and cash-flow positive during calendar year 2025, the impact on OPT of divesting its consulting team, including the projected savings that OPT will experience therefrom, the growth in OPT’s opportunity pipeline, OPT’s ability to monetize such opportunities into actual revenue, and the impact on OPT of expanding its executive leadership team, OPT’s ability to drive the next phase of its growth and the commercialization of its products, OPT’s ability to execute on its strategy and create value for its stockholders, the expenses that OPT will incur to respond to the proxy contest and the related litigation being waged by
Many of these factors are beyond our ability to control or predict. These factors are not intended to represent a complete list of the general or specific factors that may affect us. Additional factors are described in OPT’s Form 10-K, Form 10-Q, and Form 8-K reports (including all amendments to those reports). Any forward-looking statements speak only as of the date on which such statements are made, and OPT undertakes no obligation or intent to update such forward-looking statements to reflect events or circumstances arising after such date. OPT cautions investors not to place undue reliance on any such forward-looking statements. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf.
Important Additional Information And Where To Find It
OPT has filed with the
Certain Participant Information
OPT, its directors, executive officers, and other members of management and employees may be deemed to be participants in the solicitation of proxies with respect to a solicitation by OPT in connection with matters to be considered at the 2023 Annual Meeting. Information about OPT’s executive officers and directors, including information regarding the direct and indirect interests, by security holdings or otherwise, is available in OPT’s revised definitive proxy statement for the 2023 Annual Meeting (including the schedules and appendices thereto), which was filed with the
609-730-0400 x401 or
609-730-0400 x402 or