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Ancora Issues Presentation Regarding its Intention to Withhold Support for Four Directors at Everbridge’s Upcoming Annual Meeting
Rhea-AI Impact
(Neutral)
Rhea-AI Sentiment
(Very Negative)
Tags
Rhea-AI Summary
Ancora Holdings Group, a significant shareholder of Everbridge (NASDAQ: EVBG), announced its intention to withhold support for Chairman Jaime Ellertson and three other Board members at the upcoming Annual Meeting. The firm criticized their track record of poor capital allocation, low shareholder returns, and alarming conflicts of interest. Ancora argues that a sale of Everbridge could yield over $70 per share, a significant premium compared to current prices. They emphasize the need for accountability among these directors for the company's declining stock performance.
Positive
Potential sale of Everbridge could deliver over $70 per share, more than 50% premium to current prices.
Negative
Board members have overseen poor capital allocation and governance.
Declining stockholder returns in recent years.
Resistance to exploring strategic alternatives, including potential sale.
Intends to Withhold Support for Chairman Jaime Ellertson and Three Long-Tenured Directors Who Should Be Held Accountable for Abysmal Capital Allocation, Compensation Decisions and Corporate Oversight
Presentation Highlights Mr. Ellertson’s Questionable Track Record and Alarming Conflicts of Interest, Including his Apparent Poaching of Company Executives to his Venture Capital Firm
CLEVELAND--(BUSINESS WIRE)--
Ancora Holdings Group, LLC ("Ancora"), a significant stockholder of Everbridge, Inc. (NASDAQ: EVBG) (“Everbridge” or the “Company”), today issued a presentation that details its rationale for withholding support for four current members of the Company’s Board of Directors (the “Board”) at the 2022 Annual Meeting of Stockholders (the “Annual Meeting”). A downloadable PDF of the presentation can be found above.
Fredrick D. DiSanto, Chairman and Chief Executive Officer of Ancora, and James Chadwick, President of Ancora Alternatives LLC, commented:
“We believe all of our fellow stockholders should know why Ancora intends to withhold support for four incumbents – Chairman Jaime Ellertson, Bruns Grayson, Richard D’Amore and Kent Mathy – at the Company’s Annual Meeting. In our view, these long-tenured Board members have presided over abysmal stockholder returns, concerning conflicts of interest, dismal capital allocation and governance, and a variety of value-destructive missteps. The declines in Everbridge’s stock price in recent years appear to make this argument irrefutable. More recently, these individuals have dismissed our feedback and resisted exploring strategic alternatives that we believe are readily available to the Company. This is particularly appalling when considering that our analysis suggests a sale of the Company to a well-capitalized acquirer could deliver more than $70 per share or a more than 50% premium to current trading prices.1 It is clearly time for Mr. Ellertson and his long-time boardroom allies to be held accountable.”
As noted, a downloadable PDF of Ancora’s presentation can be found above.
About Ancora
Founded in 2003, Ancora Holdings Group, LLC offers integrated investment advisory, wealth management and retirement plan services to individuals and institutions across the United States. The firm's comprehensive service offering is complemented by a dedicated team that has the breadth of expertise and operational structure of a global institution, with the responsiveness and flexibility of a boutique firm. For more information about Ancora, please visit https://ancora.net.
Written materials are submitted voluntarily pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of 1934. This is not a solicitation of authority to vote your proxy. Ancora is not asking for your proxy card and will not accept proxy cards if sent. The cost of this filing is being borne entirely by Ancora and its affiliates.
PLEASE NOTE: Ancora is not asking for your proxy card and cannot accept your proxy card. Please DO NOT send us your proxy card.
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1 Ancora estimate of more than $70 per share reflects approximately 7.5x EV/Sales and comparable public and private transactions in the sector.
What is Ancora's position on Everbridge's board members?
Ancora intends to withhold support for Chairman Jaime Ellertson and three other long-tenured directors due to concerns over capital allocation and governance.
What financial implications does Ancora suggest for Everbridge?
Ancora estimates that a sale of Everbridge could result in over $70 per share, representing more than a 50% premium to current trading prices.
Why does Ancora criticize the current Everbridge board?
Ancora criticizes the board for poor stockholder return, alarming conflicts of interest, and dismissing feedback on strategic alternatives.
What does the presentation from Ancora include?
The presentation details Ancora's rationale for withholding support for the board members, including their questionable track records and the company's declining stock performance.
