Strategy in TECH...
In a public press release and a filing with the Securities and Exchange Commission (SEC), Masimo Corporation (Nasdaq: MASI) revealed that CEO, Chairman and Founder Joe Kiani resigned his position as CEO on September 19, 2024, in the wake of learning that William Jellison and Darlene Solomon, both Politan nominees, had been elected to the Board of Directors by a decisive margin. The Board has appointed an interim CEO and launched a search for a new permanent CEO.
It was a long bloody battle and the outcome was less predictable this time around, due to allegations of vote manipulation and a high intensity – if often misguided – vigorous defense put on by Masimo CEO Joe Kiani and his management team. But now we know the result – Masimo shareholders voted in both of the Politan-backed candidates for nomination to the Board in a sweeping win for activist investor Quentin Koffey and Politan Capital Management. Chairman Joe Kiani, on the other hand, lost his Board seat.
Despite explosions going off everywhere all around the combatants, Masimo Corporation’s 2024 Annual Stockholders Meeting will in fact take place as rescheduled tomorrow, September 19, 2024. It has been a long and bloody battle to get to this point and it is not entirely clear who will prevail. But both sides took a last shot at reaching out to investors to try and gain their votes.
Politan’s swing was a little more powerful as it announced it would expand its lawsuit in the Delaware Court of the Chancery – with a new party to be sued, based on evidence it uncovered as part of Masimo’s lawsuit against it in California District Court.
Last Friday, just hours after I reported to you on what appeared to be a significant “win” for Politan Capital Management L.P. et. al. in its proxy battle with Masimo Corporation, a new ruling is handed down from U.S. District Court Judge James V. Selna in which he holds Politan and its Chief Investment Officer Quentin Koffey in Contempt of Court based on a Masimo Ex Parte motion. Judge Selna’s ruling showed some real anger at Koffey and Politan and he has scheduled a new hearing on the sanctions to be administered in the matter, although at this moment, Masimo’s Annual Stockholders Meeting is scheduled to go ahead with its proxy vote this Thursday.
Late on Thursday, Politan announced that Judge James V. Selna of the U.S. District Court, Central District of California has denied Masimo’s request for a preliminary injunction in the matter of Masimo Corporation v. Politan Capital Management et.al. that sought to block Politan’s nominees for the Masimo Board of Directors. This is a big win for Quentin Koffey and Politan as it means that despite Masimo’s effort to disqualify its candidates, they remain eligible to run for the open Board positions and that the vote by investors can continue as planned at the Masimo 2024 Annual Stockholders Meeting, scheduled less than a week away, on Thursday, September 19, 2024.
I’m thinking of pitching Bravo Network on my idea for a new reality TV show called something like …Masimo Manic Mysteries…or Politan Proxy Obsessions… What do you think? I’ve got tons of material to pull from. I’ve followed many proxy battles over the years, but this one definitely wins the prize as the most personal and brutal battle I’ve seen. In the first twelve days of September, there has been no fewer than seventeen new proxy revisions, investor letters, and proxy-related press releases (four separate filings just today!) filed and mailed to investors. Investor’s heads must be spinning…I know mine is!
And of course, as the 2024 Annual Stockholders Meeting approaches – only one week away – the drama continues to ramp up as management continues to dig in to save their jobs while investors keep shoring up more votes. It’s getting really ugly.
Houston, TX-based WAVE Electronics, one of the nation’s largest independent distributors for the custom integration industry, announced today that it has acquired KOA Electronics Distribution, itself a leading CI distributor based in Panorama City, CA. This merger creates a mega-distribution business spanning multiple locations in multiple states.
Oasys Residential Technology Group, a division of Nationwide Marketing Group, announced on Wednesday that it has partnered with Sonos, a leading wireless audio brand popular with consumers. The announcement comes on the eve of today’s opening of CEDIA Expo 2024, taking place in Denver, CO from September 5-7, 2024.
Oasys group managers say that this is a significant deal with “a massive brand.”
Premium Audio Company (PAC), a division of Voxx International Corporation (Nasdaq: VOXX), announced today that Voxx has sold off both the Jamo and Energy brands as part of its plan to divest multiple brands in an effort to stave off its financial decline and revitalize its profits. The brands were sold to a Chinese manufacturing company and a Chinese distributor. Oddly, this announcement was retroactive, as the transaction was said to have taken place on August 15, 2024. No reason was given for why this announcement of the transaction was withheld until now.
Earlier this month the National Samsung Employees Union (NSEU) opted to end its strike, even though it won no concessions from the company. The strike was the first ever union-directed work-stoppage action in Samsung’s history and threatened to impact critical production schedules at one of the world’s largest consumer electronics companies.
