California Micro Devices shareholder nominates four for election to board

By Lisa Kerner

Charlotte, N.C., March 6 - Dialectic Capital Management, LLC has nominated four individuals for election to the six-member board of directors of California Micro Devices Corp. in its bid to replace four directors whose terms are up for election at the company's 2009 annual meeting.

The shareholder's nominees are:

• John Fichthorn, Dialectic Capital co-founder;

• Bryant Riley, managing member and founder of Riley Investment Management LLC and founder and chairman of B. Riley & Co., LLC;

• J. Michael Gullard, general partner at Cornerstone Management, Inc.; and

• Kenneth Potashner, independent investor and chairman of the board of Newport Corp., a supplier of advanced-technology products and systems.

"Each director will bring proven financial and operational expertise necessary to realign California Micro Devices' cost structure, review capital allocation opportunities, oversee management's execution and objectively review all strategic alternatives," Fichthorn said in a Dialectic news release.

"Having watched California Micro Devices' enterprise value fall below zero without the board taking decisive action to improve shareholder value, we believe that an immediate change in leadership is warranted."

According to Dialectic, California Micro Devices ignored the 8.5% shareholder's attempts to enter into a constructive dialogue.

As previously reported, Dialectic expressed concerns regarding the company's "well-publicized search for acquisition targets" and the company's ability to pay a reasonable price if the right target is found. Dialectic had also suggested California Micro Devices work with an investment bank to sell itself.

California Micro Devices is a Milpitas, Calif.-based maker of application-specific protection devices and display electronics devices for the mobile handset, digital consumer electronics and personal computer markets.

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