WisdomTree Sends Letter to Stockholders
Files Definitive Proxy Statement for 2023 Annual Meeting of Stockholders
Urges Stockholders to Vote “FOR” ALL SIX WisdomTree Nominees on WHITE Proxy Card
At the 2023 Annual Meeting, WisdomTree stockholders will have the opportunity to protect their investment in the Company by choosing to elect the following six highly qualified nominees to the Company’s Board: Lynn S. Blake, Daniela Mielke, Shamla Naidoo, Win Neuger, Frank Salerno and Jonathan Steinberg. Each of these nominees possesses significant and extensive experience relevant to WisdomTree’s business strategy, including global financial, accounting, compliance, technology and digital expertise, and many years in senior leadership positions in the investment management and financial services industries. WisdomTree urges its stockholders to vote “FOR” ALL SIX of WisdomTree’s nominees on the WHITE proxy card TODAY.
A dissident stockholder, ETFS Capital Limited (“ETFS Capital”), is seeking to elect three representatives to the WisdomTree Board, including the chairman of ETFS Capital, Graham Tuckwell, who has been pursuing a multi-year crusade against WisdomTree driven purely by his personal agenda and ego, rather than by any consideration of what is best for the Company and its stockholders.
In the Company’s letter, Frank Salerno, Independent Chair of the WisdomTree Board, reviews the proven success of the Company’s growth strategy and its important investments in future initiatives including digital assets and blockchain-enabled finance. Following a thorough, independent review conducted by the Operations and Strategy Committee of the Board that included two directors proposed by ETFS Capital last year, the Board voted unanimously to endorse that WisdomTree’s current strategy is the right path forward for stockholder value creation and that the Company has the appropriate management team to execute on this strategy.
Mr. Salerno said, “It is difficult to understand how Mr. Tuckwell can find issues with WisdomTree’s strategy and management when his own 2022 directors, after a forensic review, endorsed them both.”
The letter also provides detail regarding the Board’s consistent commitment to stockholder engagement, board refreshment and corporate governance, and its good faith efforts to avoid Mr. Tuckwell’s personally motivated, unnecessary and unwarranted proxy contest. As detailed in the letter, Mr. Tuckwell lacks the temperament and public company board experience to enhance the WisdomTree Board, and his other nominees would not add any skills or competencies to the Board that the current Board members collectively do not already possess. Furthermore, the Board has already undergone significant refreshment having added five new directors since January 2021, all of them female and/or diverse, and these new directors constitute a majority of the Board.
Mr. Salerno added, “Given WisdomTree’s strong operating and financial results and strong stock price performance, we view Mr. Tuckwell’s demands for Board changes as unjustified and unwarranted for our stockholders. There is no case for change at WisdomTree, and even if there were, Mr. Tuckwell and his nominees would be the wrong people to effect that change.”
Additional Information
WisdomTree has filed its definitive proxy materials on Schedule 14A with the Securities and Exchange Commission (“SEC”) in connection with WisdomTree’s 2023 Annual Meeting. The Company is sending its definitive proxy statement and stockholder letter to all stockholders entitled to vote as of the record date, April 27, 2023, along with the Company’s WHITE proxy card or voting instruction form.
Investors and stockholders can find out more about the proxy vote at the 2023 Annual Meeting by visiting the WisdomTree investor relations website and navigating to the page entitled “2023 Annual Meeting”: https://ir.wisdomtree.com/2023-annual-meeting-proxy-vote.
Should any stockholders have questions about how to vote your shares, or need additional assistance, please contact the firm assisting WisdomTree, Innisfree M&A Incorporated, at (877) 750-5836 (toll-free) or (212) 750-5833 (banks and brokers call collect).
Advisors
BofA Securities is serving as financial advisor, and Goodwin Procter LLP is serving as legal counsel to WisdomTree. Innisfree M&A is serving as proxy solicitor and H/Advisors Abernathy is serving as strategic communications advisor.
About WisdomTree
WisdomTree is a global financial innovator, offering a well-diversified suite of exchange-traded products (ETPs), models and solutions. We empower investors to shape their future and support financial professionals to better serve their clients and grow their businesses. WisdomTree is leveraging the latest financial infrastructure to create products that provide access, transparency and an enhanced user experience. Building on our heritage of innovation, we are also developing next-generation digital products and structures, including digital funds and tokenized assets, as well as our blockchain-native digital wallet, WisdomTree Prime™.
WisdomTree currently has approximately
WisdomTree® is the marketing name for WisdomTree, Inc. and its subsidiaries worldwide.
Cautionary Statement Regarding Forward-Looking Statements
Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are identified by use of the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” “should,” “views,” and similar expressions. Any forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties that could cause actual results to differ materially from those indicated, including, but not limited to, the impact and contributions of the slate of director nominees WisdomTree has nominated, and WisdomTree’s ability to achieve its financial and business plans, goals and objectives and drive stockholder value, including with respect to its ability to successfully implement its strategy relating to WisdomTree Prime™, and other risk factors discussed from time to time in WisdomTree’s filings with the SEC, including those factors discussed under the caption “Risk Factors” in its most recent annual report on Form 10-K, filed with the SEC on February 28, 2023, and in subsequent reports filed with or furnished to the SEC. WisdomTree assumes no obligation and does not intend to update these forward-looking statements, except as required by law, to reflect events or circumstances occurring after today’s date.
Important Additional Information and Where to Find It
WisdomTree filed a proxy statement on Schedule 14A, an accompanying WHITE proxy card and other relevant documents with the SEC in connection with such solicitation of proxies from WisdomTree stockholders for WisdomTree’s 2023 Annual Meeting. WISDOMTREE STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ WISDOMTREE’S DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), ACCOMPANYING WHITE PROXY CARD, AND ALL OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and stockholders may obtain a copy of the definitive proxy statement, an accompanying WHITE proxy card, any amendments or supplements to the definitive proxy statement and other documents that WisdomTree files with the SEC at no charge at the SEC’s website at www.sec.gov. Copies will also be available at no charge on WisdomTree’s Investor Relations website at https://ir.wisdomtree.com/sec-filings or by contacting Jeremy Campbell, Head of Investor Relations, at jeremy.campbell@wisdomtree.com, as soon as reasonably practicable after such materials are electronically filed with, or furnished to, the SEC.
Disclaimer
WisdomTree has neither sought nor obtained the consent from any third party to use any statements or information contained in this letter that have been obtained or derived from statements made or published by such third parties. Any such statements or information should not be viewed as indicating the support of such third parties for the views expressed herein.
Category: Business Update
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Investor Relations
WisdomTree, Inc.
Jeremy Campbell
+1.646.522.2602
Jeremy.campbell@wisdomtree.com
or
Innisfree M&A Incorporated
Jonathan Salzberger / Scott Winter
+1.212.750.5833
jsalzberger@innisfreema.com / swinter@innisfreema.com
Media Relations
WisdomTree, Inc.
Jessica Zaloom
+1.917.267.3735
jzaloom@wisdomtree.com / wisdomtree@fullyvested.com
or
H/Advisors Abernathy
Jeremy Jacobs / Dana Gorman
+1.202.774.5600 / +1.212.371.5999
jeremy.jacobs@h-advisors.global / dana.gorman@h-advisors.global
Source: WisdomTree, Inc.
