Ramius Capital Group Comments on Preliminary Results of Datascope Annual Meeting of Shareholders
21 12์ 2007 - 6:12AM
Business Wire
Starboard Value and Opportunity Master Fund Ltd., an affiliate of
RCG Starboard Advisors, LLC and Ramius Capital Group, L.L.C.
(collectively, ๏ฟฝRamius๏ฟฝ), today announced that, based on
preliminary voting results, it appears that the shareholders of
Datascope Corp. (๏ฟฝDatascope๏ฟฝ or the ๏ฟฝCompany๏ฟฝ) (NASDAQ: DSCP) have
elected Ramius๏ฟฝ independent director nominee Dr. David Dantzker to
the Datascope Board of Directors. Certification of the final
results by the independent inspectors of elections, IVS Associates,
is expected to be completed in several weeks. Ramius Partner Mark
R. Mitchell stated, ๏ฟฝWe are pleased that Datascope shareholders
support our efforts to bring about change at the Company. While
we've had our differences, we believe that Datascope has solid
products and excellent prospects, and that all shareholders will
benefit from having another independent director on the Board,
especially one of Dr. David Dantzker๏ฟฝs caliber. He is a highly
qualified individual who will work diligently on behalf of all
shareholders.๏ฟฝ Mr. Mitchell added, ๏ฟฝNow that this election is
behind us, we look forward to building a strong relationship with
the Company and will continue to closely monitor its progress in
the coming months and quarters.๏ฟฝ A biography of Dr. David Dantzker
follows: Dr. David Dantzker David Dantzker, M.D. (age 64) is a
general partner at Wheatley MedTech Partners, L.P., a New
York-based venture capital firm, a position he has held since
January 2001. Prior to serving with Wheatley MedTech Partners,
L.P., Dr. Dantzker served as Chief Executive Officer of Redox
Pharmaceuticals Corporation from November 2000 until October 2001.
Dr. Dantzker served as President of Long Island Jewish Medical
Center from July 1993 to October 1997 and President of North
Shore--LIJ Health System from October 1997 until May 2000. Dr.
Dantzker is currently chairman of the board of directors of
Versamed, Inc., a private medical supply company and Oligomerix, a
private biopharmaceutical company. He is also a director of
Visionsense, Ltd., a private high-end medical technology company,
Advanced Biohealing Inc., a private specialty biotechnology company
and Nuero-Hitech, Inc. (NASD: NHPI), an early stage pharmaceutical
company engaged in the acquisition and development of therapies for
Alzheimer's disease and other degenerative neurological disorders.
Dr. Dantzker has also served on the faculty and in leadership
positions of four major research-oriented medical schools, has
authored or co-authored 130 research papers and five textbooks and
is an internationally recognized expert in the area of pulmonary
medicine and critical care. About Ramius Capital Group, L.L.C.
Ramius Capital Group is a registered investment advisor that
manages assets of approximately $9.6 billion in a variety of
alternative investment strategies. Ramius Capital Group is
headquartered in New York with offices located in London, Tokyo,
Hong Kong, Munich, and Vienna. CERTAIN INFORMATION CONCERNING THE
PARTICIPANTS On November 2, 2007, Starboard Value and Opportunity
Master Fund Ltd., an affiliate of Ramius Capital Group, L.L.C.
("Ramius Capital"), together with the other participants named
herein, made a definitive filing with the Securities and Exchange
Commission ("SEC") of a proxy statement and an accompanying WHITE
proxy card to be used to solicit votes for the election of its
nominees at the 2007 annual meeting of shareholders of Datascope
Corp., a Delaware corporation (the "Company"). RAMIUS CAPITAL
ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ THE DEFINITIVE
PROXY STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION. THE
DEFINITIVE PROXY STATEMENT IS AVAILABLE AT NO CHARGE ON THE SEC๏ฟฝS
WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN
THE PROXY SOLICITATION WILL PROVIDE COPIES OF THE DEFINITIVE PROXY
STATEMENT WITHOUT CHARGE UPON REQUEST. REQUESTS FOR COPIES SHOULD
BE DIRECTED TO THE PARTICIPANTS' PROXY SOLICITOR, INNISFREE M&A
INCORPORATED, AT ITS TOLL-FREE NUMBER: (888) 750-5834. The
participants in the proxy solicitation are Starboard Value and
Opportunity Master Fund Ltd., a Cayman Islands exempted company
(๏ฟฝStarboard"), Parche, LLC, a Delaware limited liability company
("Parche"), RCG Enterprise, Ltd, a Cayman Islands exempted company
("RCG Enterprise"), RCG Starboard Advisors, LLC, a Delaware limited
liability company ("RCG Starboard Advisors"), Ramius Capital Group,
L.L.C., a Delaware limited liability company ("Ramius Capital"),
C4S & Co., L.L.C., a Delaware limited liability company
("C4S"), Peter A. Cohen, Morgan B. Stark, Thomas W. Strauss,
Jeffrey M. Solomon, David Dantzker, M.D., William J. Fox, Mark R.
Mitchell and Peter A. Feld (the "Participants"). As of December 19,
2007, Starboard beneficially owned 634,058 shares of Common Stock
of the Company and Parche beneficially owned 120,579 shares of
Common Stock of the Company. As the sole non-managing member of
Parche and owner of all economic interests therein, RCG Enterprise
is deemed to beneficially own the 120,579 shares of Common Stock of
the Company owned by Parche. As the investment manager of Starboard
and the managing member of Parche, RCG Starboard Advisors is deemed
to beneficially own the 634,058 shares of Common Stock of the
Company owned by Starboard and the 120,579 shares of Common Stock
of the Company owned by Parche. As the sole member of RCG Starboard
Advisors, Ramius Capital is deemed to beneficially own the 634,058
shares of Common Stock of the Company owned by Starboard and the
120,579 shares of Common Stock of the Company owned by Parche. As
the managing member of Ramius Capital, C4S is deemed to
beneficially own the 634,058 shares of Common Stock of the Company
owned by Starboard and the 120,579 shares of Common Stock of the
Company owned by Parche. As the managing members of C4S, each of
Mr. Cohen, Mr. Stark, Mr. Strauss and Mr. Solomon is deemed to
beneficially own the 634,058 shares of Common Stock of the Company
owned by Starboard and the 120,579 shares of Common Stock of the
Company owned by Parche. Messrs. Cohen, Stark, Strauss and Solomon
disclaim beneficial ownership of such shares of Common Stock of the
Company except to the extent of their pecuniary interest therein.
As members of a "group" for the purposes of Rule 13d-5(b)(1) of the
Securities Exchange Act of 1934, as amended, Dr. Dantzker and
Messrs. Fox, Mitchell and Feld are deemed to beneficially own the
634,058 shares of Common Stock of the Company owned by Starboard
and the 120,579 shares of Common Stock of the Company owned by
Parche. Dr. Dantzker and Messrs. Fox, Mitchell and Feld each
disclaim beneficial ownership of shares of Common Stock of the
Company that they do not directly own.
Datascope (NASDAQ:DSCP)
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