UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A INFORMATION
Consent
Solicitation Statement Pursuant to Section 14(a) of the Securities
Exchange
Act of 1934
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Preliminary
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Definitive
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Definitive
Additional Materials
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Soliciting
Material Pursuant to §240.14a-12
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DELCATH
SYSTEMS, INC.
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(Name
of Registrant as Specified In Its Charter)
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ROBERT
B. LADD
JONATHAN
A. FOLTZ
MICHAEL
KARPF, M.D.
PAUL
WILLIAM FREDERICK NICHOLLS
FRED
S. ZEIDMAN
LADDCAP
VALUE ASSOCIATES LLC
LADDCAP
VALUE PARTNERS LP
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LADDCAP URGES STOCKHOLDERS TO VOICE THEIR OPINION AND RETURN THE BLUE CONSENT CARD TODAY
Laddcap
Issues Open Letter to Fellow Delcath Stockholders Asking for Their Support
and
Announcing
a September 6th Conference Call
New
York,
August 24 - Laddcap Value Partners LP today announced that it issued the
following letter to its fellow Delcath Systems Inc.’s (Nasdaq: DCTH)
stockholders. Laddcap is asking its fellow Delcath stockholders for their
written consent to remove and replace Delcath’s current Board of Directors with
its slate of experienced nominees who will work relentlessly to advance
Delcath’s technology and increase stockholder value in both the near and
long-term. Laddcap is asking Delcath stockholders to return their BLUE
Consent
Card today.
Dear
Fellow Delcath Stockholders:
Laddcap
Value Partners is pleased to see the release of Delcath’s Definitive Consent
Revocation Statement. Now both parties have definitive documents on file
with
the Securities and Exchange Commission. As we have mentioned in the past,
Laddcap is simply seeking an open stockholder voting process. In our opinion,
the recent negative campaigning and soliciting efforts by Delcath, its
management and Board only serve to divert attention away from the true
issues in
this consent solicitation. Moreover, we believe that Delcath’s multiple lawsuits
divert attention from the real choices facing Delcath’s stockholders; they also
appear to be extremely costly for its stockholders.
The
issue
being decided by Delcath’ stockholders is not,
as
Delcath has characterized in its latest letter, a “hostile takeover attempt”
that requires “defending.” We question how a stockholder consent solicitation to
change Delcath’s Board, which will require approval by a majority vote of the
total outstanding shares, can be properly defined as “hostile?” Hostile to
whom?
Laddcap
is attempting, with its own funds, to participate in an open stockholder
vote to
decide the future governance of Delcath. In our opinion, the present board
of
Delcath is attempting, using stockholders’ money, to thwart stockholder
democracy. We view these tactics to, “protect stockholders,” as self-serving and
an inappropriate use of corporate funds (especially for a company of Delcath’s
size). We are confident that the will of the stockholders will not be stymied
by
Delcath’s legal maneuverings.
PLEASE
SUBMIT YOUR BLUE CONSENT CARD TODAY, YOUR VOTE COUNTS
TODAY.
We
encourage all Delcath stockholders to engage themselves in this most democratic
of processes. Nothing less than the future governance of Delcath is at
stake.
Please take the time to seriously and independently evaluate the issues
at hand.
Compare the experiences and qualifications of our nominees against the
experiences and qualifications of the current Board. Voting is the only
way to
voice your opinion, so we urge you to take the time and vote.
OPEN
CONFERENCE CALL
As
we
have previously stated, we believe it is important to maintain an open
and
on-going dialogue with stockholders. Therefore, representatives of Laddcap’s
proposed slate of directors will be available on a conference call on September
6th at
4:30
p.m. (E.T.). Dial 1-888-550-5602 and enter code 0981 2532 for access to
the
call.
CONTACT
US
If
anything in this letter or in other materials you may receive from us or
Delcath
raises any questions for you, please
contact us.
We want
to hear from you, hear your views concerning Delcath and answer any questions
that you may have about our proposals or the unaffiliated slate of directors.
Therefore, please call, write, fax or email us your name, address, email
address
and number of shares of Delcath stock you held on July 27, 2006; please also
include your phone number. Our contact information is set forth below or
you may
call our consent solicitor, The Altman Group toll free at (800)
581-5375.
Thank
you
for your support,
LADDCAP
VALUE PARTNERS LP
By:
_______________________________________
Robert
B.
Ladd, in his capacity as the
managing
member
of
Laddcap Value
Associates
LLC, the
general
partner
of
Laddcap Value Partners LP
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PLEASE
SIGN, DATE AND RETURN YOUR BLUE
CONSENT CARD
If
you have any questions or require any assistance in executing your
written
consent, please call:
The
Altman Group, Inc.
1200
Wall Street West, 3rd Floor, Lyndhurst, NJ 07071
(800)
581-5375
Banks
and Brokers Call Collect: (201) 806-7300
Laddcap
Value Partners LP
650
Fifth Avenue, Suite 600
New
York, NY 10019
(212)
259-2070
info@laddcapvalue.com
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In
connection with our consent solicitation, on August 17, 2006 we filed a
definitive consent solicitation statement with the Securities and Exchange
Commission (the “SEC”).
In
addition, we may file other consent solicitation materials regarding this
consent solicitation. STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE CONSENT
SOLICITATION STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION. Definitive
consent solicitation statements and BLUE
consent
cards have been mailed to Delcath stockholders. Stockholders are also able
to
obtain a free copy of the definitive consent solicitation statement at
the SEC’s
website, www.sec.gov. The definitive consent solicitation statement may
also be
obtained free of charge from our offices by contacting us via the contact
information set forth above.
PLEASE
SIGN, DATE AND RETURN YOUR BLUE
CONSENT
CARD