Welcome!

News Feed Item

Shareholders of Synacor Again Demand Special Meeting, Offer to Pay the Meeting Costs

RANDOLPH, Mass. and AMSTERDAM, Aug. 18, 2014 /PRNewswire/ -- JEC Capital Partners and Ratio Capital Partners, who together own approximately 10% of the common stock of Synacor, Inc. (the "Company" or "Synacor") issued an open letter to the Board of Directors.  The full text of the letter is as follows:

Dear Board of Directors:

Board change at Synacor is so urgently needed that we are willing to pay the costs of a Special Meeting so shareholders can effectuate the removal of Chairman Jordan Levy and Director Andrew Kau. Mr. Levy and Mr. Kau have each served 13 years on the Synacor Board and shareholders have seen and endured enough. We could fill pages listing specific failures under their leadership, but we need not look any further than these recent events to find clear evidence of the need for change:

  • In April of 2013, the Board disclosed that it increased equity compensation for each Director who is re-elected to the Board from an annual grant of 5,000 options to a grant of up to 30,000 shares and up to 15,000 options.   There is no valid basis for the Board to have raised its compensation by 500%.  As of today, the Company's stock price is down 60% from its IPO price.  Shareholders have less value while the Board pays itself more;
  • The Board's initial response to our interest in Synacor was to launch a misleading press release campaign that included 'highlighting' previously announced customer wins and announcing 'new executive' hires when in fact those individuals joined the Company half a year prior. After seemingly exhausting ideas for the phony "positive news" campaign, the Board then needlessly wasted valuable cash on a poison pill;
  • While the Board was misleading investors with its phony "positive news" campaign, the Company was having its worst quarter yet; losing one of its largest customers, burning through cash at an incredible rate, and drifting aimlessly without a CEO because the Board had no succession plan in place and then was unable to locate a replacement for the CEO who had resigned 6 months prior; 
  • The Board announced a share repurchase program in March of 2014, only to terminate it during the quarter ended in June 2014 after utilizing just 10% of the funds authorized to repurchase shares. We see this as further evidence of mismanagement and failed leadership by Chairman Levy and his fellow Board members;
  • Finally, we were astonished that Himesh Bhise, who joined Synacor as CEO earlier this month, recently announced the beginning of a 45-day period during which he will attempt to develop a strategy for the Company.   In doing so, Mr. Bhise confirmed our repeated assertion that the Board had no strategy to turn Synacor around.  This is contrary to Chairman Levy's repeated assertions that the Board did indeed have a strategy.

Synacor is incurring operating losses, burning through its cash, and its core business is declining by every metric. Statements about exciting new products and potential customer interest are not going to turn the Company around.

The Synacor Board needs a change. The Company cannot survive another 6 months under the leadership of this failing Board. When we initially urged the Board to call a Special Meeting for the purpose of letting shareholders vote on Board changes, we fully expected the Board to listen to its shareholders and take action. Instead, the Board ignored shareholders and provided further confirmation that under the leadership of Mr. Levy, the Board's sole interest is self-preservation rather than doing its job of maximizing shareholder value.

We are so confident that an overwhelming number of Synacor shareholders are in support of changes to the Board that we will pay the costs of the Special Meeting.

If the Board is confident in the results of a shareholder vote, it should not be afraid to call a Special Meeting of Shareholders at our expense. 

We look forward to the Board finally doing right by the Company's shareholders and promptly calling a Special Meeting of Shareholders.

Sincerely,

Michael Torok                                                           Bart Kool
JEC Capital Partners                                                 Ratio Capital Management

SOURCE JEC Capital Partners

More Stories By PR Newswire

Copyright © 2007 PR Newswire. All rights reserved. Republication or redistribution of PRNewswire content is expressly prohibited without the prior written consent of PRNewswire. PRNewswire shall not be liable for any errors or delays in the content, or for any actions taken in reliance thereon.

Latest Stories
SYS-CON Events announced today that Technologic Systems Inc., an embedded systems solutions company, will exhibit at SYS-CON's @ThingsExpo, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Technologic Systems is an embedded systems company with headquarters in Fountain Hills, Arizona. They have been in business for 32 years, helping more than 8,000 OEM customers and building over a hundred COTS products that have never been discontinued. Technologic Systems’ pr...
SYS-CON Events announced today that IoT Now has been named “Media Sponsor” of SYS-CON's 20th International Cloud Expo, which will take place on June 6–8, 2017, at the Javits Center in New York City, NY. IoT Now explores the evolving opportunities and challenges facing CSPs, and it passes on some lessons learned from those who have taken the first steps in next-gen IoT services.
SYS-CON Events announced today that WineSOFT will exhibit at SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Based in Seoul and Irvine, WineSOFT is an innovative software house focusing on internet infrastructure solutions. The venture started as a bootstrap start-up in 2010 by focusing on making the internet faster and more powerful. WineSOFT’s knowledge is based on the expertise of TCP/IP, VPN, SSL, peer-to-peer, mob...
Containers have changed the mind of IT in DevOps. They enable developers to work with dev, test, stage and production environments identically. Containers provide the right abstraction for microservices and many cloud platforms have integrated them into deployment pipelines. DevOps and containers together help companies achieve their business goals faster and more effectively. In his session at DevOps Summit, Ruslan Synytsky, CEO and Co-founder of Jelastic, reviewed the current landscape of Dev...
SYS-CON Events announced today that delaPlex will exhibit at SYS-CON's @CloudExpo, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. delaPlex pioneered Software Development as a Service (SDaaS), which provides scalable resources to build, test, and deploy software. It’s a fast and more reliable way to develop a new product or expand your in-house team.
The Internet of Things can drive efficiency for airlines and airports. In their session at @ThingsExpo, Shyam Varan Nath, Principal Architect with GE, and Sudip Majumder, senior director of development at Oracle, discussed the technical details of the connected airline baggage and related social media solutions. These IoT applications will enhance travelers' journey experience and drive efficiency for the airlines and the airports.
The security needs of IoT environments require a strong, proven approach to maintain security, trust and privacy in their ecosystem. Assurance and protection of device identity, secure data encryption and authentication are the key security challenges organizations are trying to address when integrating IoT devices. This holds true for IoT applications in a wide range of industries, for example, healthcare, consumer devices, and manufacturing. In his session at @ThingsExpo, Lancen LaChance, vic...
With billions of sensors deployed worldwide, the amount of machine-generated data will soon exceed what our networks can handle. But consumers and businesses will expect seamless experiences and real-time responsiveness. What does this mean for IoT devices and the infrastructure that supports them? More of the data will need to be handled at - or closer to - the devices themselves.
You think you know what’s in your data. But do you? Most organizations are now aware of the business intelligence represented by their data. Data science stands to take this to a level you never thought of – literally. The techniques of data science, when used with the capabilities of Big Data technologies, can make connections you had not yet imagined, helping you discover new insights and ask new questions of your data. In his session at @ThingsExpo, Sarbjit Sarkaria, data science team lead ...
SYS-CON Events announced today that Dataloop.IO, an innovator in cloud IT-monitoring whose products help organizations save time and money, has been named “Bronze Sponsor” of SYS-CON's 20th International Cloud Expo®, which will take place on June 6-8, 2017, at the Javits Center in New York City, NY. Dataloop.IO is an emerging software company on the cutting edge of major IT-infrastructure trends including cloud computing and microservices. The company, founded in the UK but now based in San Fran...
Building a cross-cloud operational model can be a daunting task. Per-cloud silos are not the answer, but neither is a fully generic abstraction plane that strips out capabilities unique to a particular provider. In his session at 20th Cloud Expo, Chris Wolf, VP & Chief Technology Officer, Global Field & Industry at VMware, will discuss how successful organizations approach cloud operations and management, with insights into where operations should be centralized and when it’s best to decentraliz...
In the first article of this three-part series on hybrid cloud security, we discussed the Shared Responsibility Model and examined how the most common attack strategies persist, are amplified, or are mitigated as assets move from data centers to the cloud. Today, we’ll look at some of the unique security challenges that are introduced by public cloud environments. While cloud computing delivers many operational, cost-saving and security benefits, it takes place in a public, shared and on-demand ...
In his session at @ThingsExpo, Sudarshan Krishnamurthi, a Senior Manager, Business Strategy, at Cisco Systems, will discuss how IT and operational technology (OT) work together, as opposed to being in separate siloes as once was traditional. Attendees will learn how to fully leverage the power of IoT in their organization by bringing the two sides together and bridging the communication gap. He will also look at what good leadership must entail in order to accomplish this, and how IT managers ca...
In his session at 20th Cloud Expo, Mike Johnston, an infrastructure engineer at Supergiant.io, will discuss how to use Kubernetes to setup a SaaS infrastructure for your business. Mike Johnston is an infrastructure engineer at Supergiant.io with over 12 years of experience designing, deploying, and maintaining server and workstation infrastructure at all scales. He has experience with brick and mortar data centers as well as cloud providers like Digital Ocean, Amazon Web Services, and Rackspace....
The financial services market is one of the most data-driven industries in the world, yet it’s bogged down by legacy CPU technologies that simply can’t keep up with the task of querying and visualizing billions of records. In his session at 20th Cloud Expo, Jared Parker, Director of Financial Services at Kinetica, will discuss how the advent of advanced in-database analytics on the GPU makes it possible to run sophisticated data science workloads on the same database that is housing the rich inf...