Important Stockholder Information
Virtusa Corporation (“Virtusa” or the “Company”) will hold its 2020 Annual Meeting of stockholder on October 2, 2020. Virtusa filed with the Securities and Exchange Commission and mailed to its stockholders a definitive proxy statement and accompanying WHITE proxy cards in connection with its 2020 Annual Meeting. The proxy statement contains important information about Virtusa, the 2020 Annual Meeting and related matters.
INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT SOLICITATION MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION.
The company, its directors and certain of its executive officers are deemed to be participants in the solicitation of proxies from the company’s stockholders in connection with the matters to be considered at the company’s 2020 Annual Meeting. Information concerning the company’s directors and executive officers is included in the proxy statement. The proxy statement and other relevant solicitation materials (when they become available), and any and all documents filed by the company with the Securities and Exchange Commission, may be obtained by investors and stockholders free of charge on the Securities and Exchange Commission's web site at www.sec.gov. Copies will also be available free of charge on the company's website at www.virtusa.com.
Cautionary Information Regarding Forward-Looking Statements
This website and the materials accessible on this website contain certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding, management's forecast of financial performance, the impact of the COVID-19 pandemic and related economic conditions on our business and results of operations, the growth of our business and management’s plans, objectives, and strategies, the company’s ability to convert its pipeline into profitable revenue growth, the company’s ability to diversify its portfolio of industries, geographies and accounts, the company’s ability to increase its operating margins, the company’s ability to increase market share as a result of its Three Pillar Strategic Plan, the company’s ability to generate long-term value for its shareholders, the company’s financial performance and the impact of its operational changes, including its completed acquisitions and divestitures, the company’s operating leverage in pursuing growth opportunities, and the company’s upcoming 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”), uncertainties regarding future actions that may be taken by New Mountain Capital in furtherance of its nomination of director candidates for election at the company’s 2020 Annual Meeting. These forward-looking statements include, but are not limited to, plans, objectives, expectations and intentions and other statements contained in this communication that are not historical facts, and statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “see,” “seeks,” “estimates,” “will,” “should,” “may,” “confident,” “positions,” “look forward to,” and variations of such words or words of similar meaning and the use of future dates. These forward-looking statements reflect our current views about our plans, intentions, expectations, strategies and prospects and beliefs about the ability of our board of directors and management to execute on our strategy and drive shareholder value, beliefs about the ability of our board of directors and management to make decisions in the best interest of the company and all shareholders, which are based on the information currently available to us and on assumptions we have made. Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that these plans, intentions, expectations or strategies will be attained or achieved. Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control including, without limitation, those risks identified in Virtusa’s public filings with the Securities and Exchange Commission (the “SEC”), including Virtusa’s Annual Report on Form 10-K for the fiscal year ended March 31, 2020, and subsequent filings with the SEC. Virtusa disclaims any obligation to publicly update or revise any such statements to reflect any change in expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward-looking statements.
Virtusa’s Board is Driving and Overseeing Long-Term, Sustainable Value Creation
In advance of Virtusa’s 2020 Annual Meeting on October 2, 2020, shareholders have an important decision to make regarding the composition of the Virtusa Board. In a year thus far marked by high volatility and market uncertainty, we have positioned Virtusa to capture significant opportunities both in the current environment and over the long-term, and have done so under the oversight and direction of a highly engaged and competent Board of Directors and management team.
At this year’s annual meeting, two of Virtusa’s highly qualified, independent directors, Al-Noor Ramji and Joseph G. Doody, are running for re-election. We encourage you to protect the value of your investment by voting today on the WHITE proxy card “FOR” Messrs. Ramji and Doody.
Mr. Ramji brings extensive industry, domain and operational experience arising from management positions in large, complex enterprises, enabling him to provide invaluable insights to the challenges facing Digital Engineering firms with respect to both the markets and clients they serve. Additionally, as the Chief Digital Officer of Prudential PLC, Mr. Ramji has deep knowledge of what enterprises are doing to transform themselves Digitally, has deep knowledge with both IT Application outsourcing companies and Digital Engineering firms and clearly represents the voice of the client.
Joseph G. Doody
Mr. Doody brings sophisticated business experience regarding the planning, business development and strategic management of complex, global organizations. Mr. Doody’s deep business experience, go-to-market and sales management knowledge is a tremendous asset as we continue to scale our platform. Additionally, Mr. Doody’s background and experience with North American and international markets, his in-depth knowledge of our target industries and first-hand knowledge of building balanced client portfolios are of significant importance as we execute our Three Pillar Strategic Plan.
We believe we have the right Board and strategy in place to win in the moment, for shareholders and clients, and sustain leadership going forward in a world where Information Technology has never been more important.
Your vote is extremely important.
Protect your investment by voting the WHITE proxy card today!
To Support Your Company: VOTE THE WHITE PROXY CARD TODAY
Go to www.CESVOTE.com, please have your proxy card in hand when you access the website and follow the instructions.
Vote by Phone:
Call 1-888-693-8683, please have your proxy card in hand when you call and follow the instructions.
Vote by Mail:
Mark, sign, and date your WHITE proxy card and return it in the postage-paid envelope we have provided to:
c/o Corporate Election Services,
P.O Box 3230,
Pittsburgh, PA 15230.
Remember, your Board of Directors strongly urges you not to sign or return any blue proxy card sent to you by New Mountain Capital (“NMC”). If you have previously voted using a blue proxy card sent to you by NMC, you can revoke that proxy by following the instructions on the WHITE proxy card to vote by Internet or by telephone or by completing, signing, dating and returning the WHITE proxy card today.
Only your last-dated proxy will count!
If you have questions or need assistance voting your shares, please contact our proxy solicitor: