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Driver Management Files Definitive Proxy Statement and Sends Letter to Republic First Bancorp Shareholders
Rhea-AI Impact
(Low)
Rhea-AI Sentiment
(Very Negative)
Tags
Rhea-AI Summary
Driver Management Company has filed a definitive proxy statement urging Republic First Bancorp shareholders to vote for three independent director candidates at the 2022 Annual Meeting. The firm contends that the current board, led by CEO Vernon Hill, has caused significant value destruction and poor corporate governance. Driver emphasizes the need for immediate changes in the boardroom, criticizing the indefinite postponement of the Annual Meeting amid investigations into related party transactions. They believe their candidates will bring essential banking expertise and drive value creation.
Positive
Driver Management has nominated three qualified candidates for the board, aiming to improve governance.
The proxy statement highlights the need for shareholder involvement in electing board members.
Negative
Republic First Bancorp has experienced significant share price underperformance compared to the market over the past five years.
The indefinite postponement of the 2022 Annual Meeting raises concerns about governance and shareholder rights.
Contends Shareholder-Driven Change Is Urgently Needed in Republic First Bancorp's Boardroom Following Years of Dismal Returns, Poor Corporate Governance, a Flawed Operating Strategy and Recent Board Developments
Reiterates Call for the Company to Promptly Schedule the 2022 Annual Meeting to Allow Shareholders to Vote on the Composition of the Board
Urges Shareholders to Vote on the WHITE Proxy Card to Elect Driver's Three Highly Qualified Director Candidates, Who Can Help the Board Evaluate All Paths to Value Creation
NEW YORK--(BUSINESS WIRE)--
Driver Management Company LLC (together with its affiliates, “Driver” or “we”), a sizable shareholder of Republic First Bancorp, Inc. (NASDAQ: FRBK) (“Republic First Bancorp” or the “Company"), today announced it has filed its definitive proxy statement with the U.S. Securities and Exchange Commission and sent a letter to the Company's shareholders. Driver has nominated three highly qualified and independent candidates for election to Republic First Bancorp's Board of Directors (the "Board") at the Company's 2022 Annual Meeting of Shareholders (the "2022 Annual Meeting"). The letter can be viewed here.
Abbott Cooper, Driver’s Managing Member, stated:
"Following years of strategic missteps and significant value destruction under the leadership of Chief Executive Officer and Chairman Vernon Hill and his boardroom allies, Theodore Flacco and Barry Spevak, it is clear that meaningful change is needed atop the Company. We contend that Mr. Hill's costly and stale branch-driven strategy has failed to create value at Republic First Bancorp, as evidenced by the Company's significant share price underperformance versus the broader market over the last one, three and five years. We believe Republic First Bancorp today sits at a pivotal crossroads with a value-destructive boardroom stalemate, an ineffective business model and deeply entrenched incumbent directors who appear to have a flagrant disregard for shareholders' rights.
We find it shameful that the Company's 2022 Annual Meeting has been postponed indefinitely while an independent investigation into Mr. Hill's related party transactions is being conducted, essentially protecting Mr. Hill and his allies from being voted off the Board by shareholders while Republic First Bancorp continues to underperform. We believe shareholders cannot be expected to sit idly by while the Company flounders aimlessly. We are once again calling upon the Board to immediately schedule the 2022 Annual Meeting to ensure that shareholders' voices are heard.
We believe our three independent and highly qualified candidates – Peter B. Bartholow, Pamela D. Bundy and Richard H. Sinkfield III – possess the right banking sector experience, mergers and acquisition expertise and corporate governance acumen to help the Board reverse the Company's long-term underperformance and evaluate all potential paths to value creation. We look forward to giving shareholders the option to vote for change at the 2022 Annual Meeting."
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VOTE THE WHITE PROXY CARD TO ELECT DRIVER'S ALIGNED AND EXPERIENCED SLATE.
Driver employs a valued-oriented, event-driven investment strategy that focuses exclusively on equities in the U.S. banking sector. The firm’s leadership has decades of experience advising and engaging with bank management teams and boards of directors on strategies for enhancing shareholder value. For information, visit www.drivermanagementcompany.com.
What are Driver Management's recommendations for Republic First Bancorp's board?
Driver Management recommends electing three independent candidates to improve governance and address strategic issues at Republic First Bancorp.
How has Republic First Bancorp performed in recent years?
Republic First Bancorp has underperformed significantly in share price over the last one, three, and five years, prompting calls for board changes.
Why is the 2022 Annual Meeting for Republic First Bancorp postponed?
The 2022 Annual Meeting has been postponed indefinitely due to an independent investigation into related party transactions involving CEO Vernon Hill.
What is the significance of the WHITE proxy card in the election?
The WHITE proxy card allows shareholders to vote for Driver Management's independent candidates at the Annual Meeting, indicating a push for change in the boardroom.
