Hestia Capital Highlights That Egan-Jones Joins ISS and Glass Lewis in Recommending Stockholders Vote FOR Meaningful Boardroom Change at Pitney Bowes
02 Maio 2023 - 5:50PM
Business Wire
Egan-Jones Takes Rare Step of Recommending
Stockholders Elect All Five of Hestia’s Director Candidates to
Pitney Bowes’ Nine-Member Board
Follows ISS and Glass Lewis Endorsements for
Boardroom Change, Stating that Voting For Hestia-Nominated Director
Candidates is in the Best Interest of the Company and its
Stockholders
Stockholders Should Visit
www.TransformPBI.com to Obtain Information About Our
Slate and Learn How to Vote on the WHITE Universal Proxy Card
Hestia Capital Management, LLC (collectively with its
affiliates, “Hestia” or “we”), which is the third largest
stockholder of Pitney Bowes, Inc. (NYSE: PBI) (“Pitney Bowes” or
the “Company”) and holds a 9.1% stake, today announced that all
three independent proxy advisory firms – Egan-Jones Proxy Services
(“Egan-Jones”), Institutional Shareholder Services Inc. (“ISS”) and
Glass, Lewis & Co. (“Glass Lewis”) – are recommending that the
Company’s stockholders vote for meaningful boardroom change at the
Company’s 2023 Annual Meeting of Stockholders (the “Annual
Meeting”).1 Notably, Egan-Jones is recommending that stockholders
vote to elect all five of Hestia’s director candidates to the
Company’s nine-member Board of Directors (the “Board”) at the
Annual Meeting. Hestia’s five highly qualified and independent
director candidates are Milena Alberti-Perez, Todd Everett, Katie
May, Lance Rosenzweig and Kurt Wolf.
Mr. Wolf, the Founder and Chief Investment Officer of Hestia,
commented:
“We believe it is very notable that all three independent proxy
advisory firms have endorsed our case for meaningful boardroom
change and recommended stockholders vote for Hestia-nominated
director candidates at this year’s crucial Annual Meeting. Each
Hestia-nominated director candidate has now received
recommendations from at least two of the three firms. This serves
as strong validation of our slate’s analysis, ideas and relevant
experience. It is also important to note that our slate recognizes
the additive expertise and strong institutional knowledge possessed
by the sitting directors Hestia is voting for, and our candidates
look forward to the prospect of working with them to set a refined
strategy following collegial internal debate. If elected, our slate
intends to immediately propose the formation of a Strategic
Planning and Capital Allocation Committee, comprised of new and
sitting directors, to conduct necessary analysis and make
recommendations to the full Board regarding the right turnaround
strategy.
As detailed in the investor presentation released last month,
our slate has a clear vision for initiatives that include:
- Driving profitable growth within the SendTech segment, which
has a large potential opportunity in providing shipping label
solutions tailored to the needs of ecommerce clients. SendTech also
has opportunities to gain postage meter and ancillary market share
through increased outside sales.
- Enhancing the margins and returns on investments in the Presort
segment by accelerating accretive acquisitions, increasing organic
investments and implementing alternative pricing strategies.
- Restoring the Global Ecommerce segment to profitability and
exploring alternatives at the appropriate time.
- Establishing a more sustainable and transparent corporate cost
structure.
- Repairing the Company’s credit rating by significantly
improving Free Cash Flow and exploring opportunities to free up
cash, which can be used to reduce debt.
- Improving boardroom independence and corporate governance to
ensure the Board is best aligned with the long-term interests of
the Company.
This campaign is about much more than one or two issues, or one
or two quarters. There are an array of structural challenges and
time-sensitive opportunities that require the prompt attention of a
meaningfully reconstituted Board.
On a personal note, I look forward to being part of the solution
– as a stockholder and, ideally, a director – for many years to
come. If successful, I have decided not to accept Board fees or
seek reimbursement for normal election contest expenses. I am
singularly focused on helping Pitney Bowes realize its full
potential for the benefit of all stockholders and
stakeholders.”
***
To maximize the likelihood of a turnaround
at Pitney Bowes, we urge you to vote for Hestia’s full slate on the
WHITE universal proxy card or
WHITE voting instruction form.
Visit www.TransformPBI.com to
download a copy of our investor presentation, receive future
updates and obtain information on how to vote for Hestia’s full
slate.
***
About Hestia Capital
Hestia Capital is a long-term focused, deep value investment
firm that typically makes investments in a narrow selection of
companies facing company-specific, and/or industry, disruptions.
Hestia seeks to leverage its General Partner’s expertise in
competitive strategy, operations and capital markets to identify
attractive situations within this universe of disrupted companies.
These companies are often misunderstood by the general investing
community or suffer from mismanagement, which we reasonably expect
to be corrected, and provide the ‘price dislocations’ which allows
Hestia to identify, and invest in, highly attractive risk/reward
investment opportunities.
1 Hestia recently increased its ownership stake to 9.1% by
acquiring shares of common stock that did not include associated
voting rights.
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version on businesswire.com: https://www.businesswire.com/news/home/20230502006218/en/
Longacre Square Partners Charlotte Kiaie / Miller Winston,
646-386-0091 hestia@longacresquare.com Saratoga Proxy Consulting
LLC John Ferguson / Joe Mills, 212-257-1311
info@saratogaproxy.com
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