-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BOo+ER25vDLOLAkC0msBABXkmN0F4m0JeHr5uDw+ds73E2BfJUvQkqAnWeHQQHBE DUyzPNqgE5zzA4ll4hunGg== 0000898430-97-004328.txt : 19971016 0000898430-97-004328.hdr.sgml : 19971016 ACCESSION NUMBER: 0000898430-97-004328 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971015 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIT INSTRUMENTS INC CENTRAL INDEX KEY: 0000350067 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 250941759 STATE OF INCORPORATION: PA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 000-10095 FILM NUMBER: 97695993 BUSINESS ADDRESS: STREET 1: 22600 SAVI RANCH PKWY CITY: YORBA LINDA STATE: CA ZIP: 92687 BUSINESS PHONE: 8148385700 MAIL ADDRESS: STREET 1: 22600 SAVI RANCH PARKWAY CITY: YORBA LINDA STATE: CA ZIP: 92887 FORMER COMPANY: FORMER CONFORMED NAME: AUTOCLAVE ENGINEERS INC DATE OF NAME CHANGE: 19920703 DEFA14A 1 DEFINITIVE ADDITIONAL PROXY MATERIALS ================================================================================ SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [X] Filed by a Party other than the Registrant [_] Check the appropriate box: [_] Preliminary Proxy Statement [_] Confidential, for use of the Commission only (as permitted by Rule 14a-b(e)(2)) [_] Definitive Proxy Statement [X] Definitive Additional Materials [_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 UNIT INSTRUMENTS, INC. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) UNIT INSTRUMENTS, INC. - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement) Payment of Filing Fee (Check the appropriate box): [X] No fee required. [_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11: 1) Title of each class of securities to which transaction applies: ------------------------------------------------------------------------- 2) Aggregate number of securities to which transaction applies: ------------------------------------------------------------------------- 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11.* ------------------------------------------------------------------------- 4) Proposed maximum aggregate value of transaction: ------------------------------------------------------------------------- *Set forth the amount on which the filing fee is calculated and state how it was determined. [_] Fee paid previously with preliminary materials. [_] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. 1) Amount Previously Paid: ------------------------------------------------------------------------- 2) Form, Schedule or Registration Statement No.: ------------------------------------------------------------------------- 3) Filing Party: ------------------------------------------------------------------------- 4) Date Filed: ------------------------------------------------------------------------- October 8, 1997 To the Shareholders of Unit Instruments, Inc. On September 3, 1997, A. Wade Blackman resigned from the Registrant's Board of Directors. Mr. Blackman had not been nominated for reelection to the Board at the Registrant's next Annual Meeting of Shareholders, to be held on October 24, 1997. In his letter of resignation, Mr. Blackman stated that the reason for his resignation was that the Board of Directors of the Company had adopted certain policies regarding the strategic direction of the Company which are incompatible with Mr. Blackman's belief that the Company should be sold at auction immediately. Mr. Blackman further asserted that the Company's Board of Directors had approved the sale of the Company, but that this approval was not reflected correctly in the minutes of the meetings of the Company's Board of Directors. The Company believes that Mr. Blackman's contentions are misleading and factually inaccurate, and its election to not respond to each such contention should not be construed as agreement therewith. The Company believes that the minutes of the meetings of its Board of Directors accurately set forth all actions taken therein, and all such minutes have been duly approved as to form and content by the Company's Board of Directors. As previously reported, the management of the Company, as well as a majority of the Company's Board of Directors, favor the ongoing examination of all strategic alternatives to maximize shareholder value, rather than the immediate sale of the Company at auction. If you have any questions regarding the foregoing, please feel free to call me or Gary Patten, the Company's Chief Financial Officer, at (714) 921-2640. Sincerely, /s/Michael J. Doyle Michael J. Doyle President and Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----