AVNX » Topics » To Be Held on November 3, 2006

This excerpt taken from the AVNX DEF 14A filed Oct 6, 2006.

To Be Held on November 3, 2006

 


 

To Our Stockholders:

 

Notice is hereby given that the Annual Meeting of Stockholders (the “Annual Meeting”) of Avanex Corporation, a Delaware corporation (“Avanex”), will be held on November 3, 2006, at 10:00 a.m., local time, at Avanex’s corporate headquarters, 40919 Encyclopedia Circle, Fremont, California 94538, for the following purposes:

 

  1. To elect two Class I directors for a term of three years or until their successors have been duly elected and qualified.

 

  2. To approve the elimination of the floor price limitations from the anti-dilution provisions of certain warrants to purchase common stock.

 

  3. To approve an amendment to Avanex’s Certificate of Incorporation to increase the number of authorized shares of common stock from 300 million to 450 million.

 

  4. To approve an amendment to Avanex’s 1999 Director Option Plan (i) to increase the number of shares of common stock underlying the initial option grant for new non-employee directors from 40,000 to 80,000 and (ii) to provide for an automatic annual grant of 10,000 restricted stock units to non-employee directors.

 

  5. To ratify the appointment of Deloitte & Touche LLP as Avanex’s independent registered public accounting firm for the fiscal year ending June 30, 2007.

 

  6. To transact such other business as may properly come before the Annual Meeting or any adjournment or postponement thereof.

 

These items of business are more fully described in the Proxy Statement accompanying this Notice of Annual Meeting.

 

Only holders of record of Avanex’s common stock at the close of business on September 6, 2006, the record date, are entitled to vote on the matters listed in this Notice of Annual Meeting.

 

All stockholders are cordially invited to attend the Annual Meeting in person. However, to ensure your representation at the Annual Meeting, please vote as soon as possible using one of the following methods: (1) by using the Internet as instructed on the enclosed proxy card, (2) by telephone as instructed on the enclosed proxy card, or (3) by mail by completing, signing, dating and returning the enclosed proxy card in the enclosed postage-prepaid envelope. For further details, please see the section entitled “Voting” on page two of the accompanying Proxy Statement. Any stockholder attending the Annual Meeting may vote in person even if he or she has voted using the Internet, telephone or proxy card.

 

By Order of the Board of Directors

of Avanex Corporation

 

/s/ Jo S. Major, Jr.

Jo S. Major, Jr.

President, Chief Executive Officer and

Chairman of the Board of Directors

 

Fremont, California

October 6, 2006

 

This excerpt taken from the AVNX DEF 14A filed Dec 30, 2005.

To Be Held on January 27, 2006

 


 

To Our Stockholders:

 

Notice is hereby given that a Special Meeting of Stockholders (the “Special Meeting”) of Avanex Corporation, a Delaware corporation (“Avanex”), will be held on January 27, 2006, at 10:00 a.m., local time, at Avanex’s corporate headquarters, 40919 Encyclopedia Circle, Fremont, California 94538, for the following purposes:

 

 

1.

To approve the elimination of the floor price limitations from the anti-dilution provisions of each of Avanex’s Amended and Restated Senior Secured Convertible Notes and related Amended and Restated Warrants to purchase Common Stock;

 

 

2.

To approve amendments to Avanex’s Amended and Restated Certificate of Incorporation which would effect a reverse stock split, pursuant to which any whole number of outstanding shares of Avanex’s common stock between and including seven and fifteen would be combined into one share of such stock, and to authorize the Board of Directors to select and file one such amendment which would effect the reverse stock split within such range; and

 

 

3.

To transact such other business as may properly come before the Special Meeting or any adjournment or postponement thereof.

 

These items of business are more fully described in the Proxy Statement accompanying this Notice of Special Meeting.

 

Only holders of record of Avanex’s Common Stock at the close of business on December 12, 2005, the record date, are entitled to vote on the matters listed in this Notice of Special Meeting.

 

All stockholders are cordially invited to attend the Special Meeting in person. However, to ensure your representation at the Special Meeting, please vote as soon as possible using one of the following methods: (1) by using the Internet as instructed on the enclosed proxy card, (2) by telephone as instructed on the enclosed proxy card, or (3) by mail by completing, signing, dating and returning the enclosed proxy card in the enclosed postage-prepaid envelope. For further details, please see the section entitled “Voting” on page two of the accompanying Proxy Statement. Any stockholder attending the Special Meeting may vote in person even if he or she has voted using the Internet, telephone or proxy card.

 

By Order of the Board of Directors

of Avanex Corporation

LOGO

Jo S. Major, Jr.

President, Chief Executive Officer and

Chairman of the Board of Directors

 

Fremont, California

December 30, 2005

 

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