(a) The Annual Meeting of Shareholders of the Company (the "Meeting") was held on May 16, 2012.

(b) Proxies for the Meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. There was no solicitation in opposition to the Board's nominees listed in the proxy statement and all of such nominees were elected.

(c) At the Meeting, the Company's shareholders voted upon:

(1) the election of seven directors of the Company. The nominees were Messrs. Ashton D. Asensio, Macon Bryce Edmonson, Mark S. Howells, Itzhak Reichman, Larry R. Polhill, Ronald C. Kesselman, and Terry McDaniel. There were no other nominees. The following are the respective numbers of votes cast "for" and "withheld" with respect to each nominee.

Name of Nominee        Votes Cast For   Votes Withheld
Ashton D. Asensio          11,850,942          202,440
Macon Bryce Edmonson       11,853,372          200,010
Mark S. Howells            11,696,972          356,410
Ronald C. Kesselman        11,796,147          257,235
Larry R. Polhill           11,742,185          311,197
Itzhak Reichman            11,851,392          201,990
Terry McDaniel             11,310,050          743,332

(2) ratification of the selection of Moss Adams LLP as independent public accountants for fiscal year 2012.

Votes Cast For Votes Cast Against Abstain Broker Non-Votes 15,310,705 24,272 95,230 0