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Stardent Strengthens Relationship with Company, Ousts Two Directors

August 21, 1990

NEWTON, Mass. (AP) _ Stardent Computer Inc. shareholders voted Tuesday to strengthen the company’s relationship with Kubota Computer of Japan and oust two board members who sued the Japanese firm.

The removal of Allen Michels and Matthew Sanders III from the Stardent board of directors followed their dismissal last month as co-chairmen of the company, which makes graphics computers.

Stardent was formed last year through the merger of Stellar Computer Inc., based in Newton, and Ardent Computer Corp. of Sunnyvale, Calif.

Prior to the merger, Kubota owned 44 percent of Ardent, and now owns 22 percent of the combined companies.

But in July, Michels and Sanders, who were the founders of Ardent, filed a lawsuit claiming that Kubota forced the merger in order to weaken Ardent and eventually gain its technology.

After the suit was filed, the Stardent board of directors removed Michels and Sanders as co-chairmen. On Tuesday, shareholders voted to remove the two men from the board entirely.

The company said the action was taken because Sanders and Michels were no longer officers or employees of the company.

Roxanne Frisiello, a Stardent spokeswoman, insisted that the removal of the two men as co-chairmen had nothing to do with the lawsuit. Instead, it was due to ″differences in management style″ and the relocation of Sunnyvale offices to Newton, which eliminated the need for their positions.

Under terms of the agreements approved by stockholders, Kubota will invest up to $60 million in Stardent over the next 12 months, raising Kubota’s total stake in the company to 28 percent.

In return, Stardent has granted certain technology and distribution rights and licenses to a Kubota subsidiary in San Jose, Calif.

Kubota abstained from the voting, Frisiello said.

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