June 1, 2017 / 9:42 PM / 2 years ago

Cypress Semiconductor forced to delay annual meeting by Delaware court

NEW YORK (Reuters) - A Delaware court ruled on Thursday that Cypress Semiconductor (CY.O) must delay its annual shareholder meeting, ruling in favor of ex-CEO T.J. Rodgers who has waged a board battle against the company he founded.

The Delaware Court of Chancery enjoined the $4.7 billion company’s annual meeting until at least June 19, a Rodgers spokesman told Reuters. Rodgers filed a lawsuit in April seeking Cypress’ board to make extra and corrected disclosures to its proxy materials in time for the June 8 annual meeting.

A representative for Cypress, a semiconductor designer and manufacturer, was not immediately available for comment.

Rodgers, who stepped down as CEO last year, is the company’s sixth-largest shareholder, with a 3.2 percent stake as of the last quarter.

Rodgers is running a proxy contest against the company, seeking to replace director Eric Benhamou and Executive Chairman Ray Bingham. Rodgers has nominated veteran tech industry board directors Daniel McCranie and Camillo Martino.

The main target of Rodgers’ campaign is Bingham, who is the co-founder of China-backed private equity fund Canyon Bridge. Rodgers argues that Bingham’s involvement with Canyon Bridge puts him in a conflict as a Cypress Semi board member, because the fund may seek to acquire targets that overlap with the company’s own list of targets.

In Rodgers’ April lawsuit, he took aim at the relationship, asking why the board is allowing Bingham to serve as executive chairman “while he has violated and is continuing to violate numerous provisions of Cypress’s Code of Business Conduct and Ethics.”

Reporting by Michael Flaherty; Editing by James Dalgleish

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