JERSEY CITY, N.J. -- Bel Fuse Inc. (NASDAQ: BELFA) and (NASDAQ: BELFB) today delivered a letter to Ralph Faison, Director, President and Chief Executive Officer of Pulse Electronics Corporation (NYSE: PULS) commenting on the Pulse Board's rejection of Bel's proposal to acquire all of the outstanding shares of Pulse common stock for per share consideration of $6.00.
For the past several years, Bel has made several exhaustive but unproductive attempts to engage privately and constructively with the Pulse Board about a business combination that makes the most sense for Pulse shareholders. Each time, Bel was asked to postpone merger discussions to some future date. And each time, Bel honored these requests; patiently waiting while Pulse churned through four CEOs (including an interim CEO), share value plummeted by more than $750 million and shareholders suffered.
In the letter sent to Pulse today, Daniel Bernstein, the President and CEO of Bel, stated, "We were disappointed yet again by your letter dated March 10, 2011 when the Pulse Board summarily rejected our proposal as 'opportunistic' and not in the best interest of Pulse, prior to making any attempt to engage with us to discuss other alternative transactions or suitable valuations that would maximize your shareholders' value."
Mr. Bernstein continued, "While we continue to hope that the Pulse Board will work with us to structure a transaction that enables shareholders to receive a full and fair value for their investment, we have found no evidence to suggest this will occur under the stewardship of this current Board of Directors."
Bel intends to seek to elect two highly qualified, independent Directors for election to the Pulse Board at Pulse's upcoming annual meeting. If elected, these new Directors will represent a minority of the Pulse Board and are committed to working constructively with the other members of the Board to ensure that the interests of all shareholders are protected. Specifically, if elected, these candidates intend to urge the other members of the Pulse Board to conduct a comprehensive examination of all strategic alternatives - including a complete sale of the business to the highest and most qualified bidder.
The letter concluded with Mr. Bernstein imploring the Pulse Board to do what is in the best interest of shareholders, stating, "Ralph, let me reemphasize what we have said to you and other members of the Pulse Board in the past. Bel has a strong balance sheet representing over $85 million in cash and no debt; we are ready and willing to negotiate a transaction that makes the most sense for your shareholders, including a revised offer to reflect any incremental value you can demonstrate."
Bel Fuse Inc.