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Joe Kiani

On Eve of Big Vote, Masimo & Politan Make One Last Pitch; Politan Sues Over Vote Manipulation

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Politan lawsuit against Masimo and RTW

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.

See more on this last blast in the proxy war between Politan and Masimo

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Masimo Strikes Back: Judge Finds Politan & Koffey in Contempt of Court

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Masimo CEO Joe Kiani

Will Politan Snatch Defeat from the Jaws of Victory?

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.

See the latest on this continuing heated battle

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BREAKING NEWS: Politan Wins…Court Denies Masimo Request for Preliminary Injunction

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Politan CIO Quentin Koffey

Politan Candidates & Proxy Vote Goes Forward Next Week; Masimo Demands a ‘Contempt’ Order

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.

Learn more about this big news in Masimo v. Politan

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It’s Getting Manic at Masimo vs Politan as Dueling Proxy Materials Sling Sludge & Lawsuits

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Masimo graphic

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.

See all the latest on the Masimo and Politan proxy battle

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Masimo Q2 Fiscal 2024 Results Show Healthcare Rebound, But Audio Declines Double-Digits

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Cover slide to Masimo earnings presentation

CEO Has a New Option for Offing Sound United

On Wednesday, Masimo Corporation (Nasdaq: MASI) reported its financial results for the second quarter of fiscal year 2024 and the company’s Healthcare division showed solid signs of regaining traction as it continues to power out of the post-COVID doldrums of the last eighteen months to two years. Investors cheered the results by driving up shares of the company’s stock by more than 11%. However, the Non-Healthcare division (Sound United) continues to be troubled with revenues declining 13% in the quarter.

See more on the results for Masimo

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Revised Politan Proxy Material Offers a Surprising Masimo Tidbit

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Chancery Court Declines to Force an Earlier Stockholders Meeting

New proxy material produced and distributed to stockholders this week by Politan Capital Management – an activist investor in Masimo Corp (Nasdaq: MASI) – mostly contains information that was already known. The activist investor, as well as Masimo itself, must provide new proxy materials and voting forms as all previous votes were invalidated as a result of a rescheduling of the 2024 Annual Stockholders Meeting to September 19th (originally was to be July 25th).

But Politan included a few pages of updated background information which, among those items I’ve already written about, did include one fascinating or tantalizing bit of new information.

See more on the updated Politan proxy & its new Masimo tidbit

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Politan Reveals Masimo Lawsuit To All Investors; Says It’s Desperate & Defamatory

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Image of Masimo v. Politan lawsuit title page

Masimo: ‘Confidential Informants’ Allege Koffey Has Breached His Fiduciary Duties as a Director

Almost exactly one week ago, Masimo and its Board of Directors filed a lawsuit against Politan Capital Management in which it alleged Politan’s proxy materials contained material misrepresentations and asked the court to order the activist investor to correct them. The company also delayed its upcoming annual stockholders meeting from July to September. Two days after that, Politan responded with a countersuit in which it asked the court to order Masimo to hold its 2024 Annual Meeting of Stockholders as soon as possible.

Now Politan has taken the unusual step of publishing Masimo’s lawsuit against them and providing it to all Masimo stockholders. The Masimo suit, which has some outrageous claims against Politan and particularly CIO Quentin Koffey, is being provided by a confident Koffey who believes investors will see it for what he says it is…a desperate attempt to stop the investor vote for independent directors.

See more on Politan publishing the Masimo lawsuit against it

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Politan Returns Fire; Files Countersuit Against Masimo & Directors in Delaware

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Politan investor presentation cover slide
Cover slide to Politan’s investor presentation

Claims Company is Violating Its Own Bylaws & Delaware Law

On Tuesday, I told you that Joe Kiani and Masimo Directors filed a lawsuit against Politan Capital Management and Quentin Koffey, asking the courts to force Poltian to correct what it claims are material misrepresentations in Politan’s proxy materials provided to Masimo stockholders. Late Wednesday, Politan returned fire, filing its own countersuit – but in a much more strategic way…

See more on Politan countersuing Masimo

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On the Defensive, Kiani & Masimo’s Claws Come Out; Postpones Annual Meeting & Sues Politan

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Masimo Sues Politan image

Company Chooses to Delay Annual Stockholders Meeting & Set New Record Date

Masimo Corporation (Nasdaq: Masi) announced on Tuesday that it has filed a lawsuit in Federal Court in California against Politan Capital Management and CIO Quentin Koffey, asking the court for an injunction to force Politan “to correct material misstatements and omissions”…in its “proxy materials.” It also says it has set a new date for its 2024 Annual Meeting of Stockholders, with a new record date, “to ensure that the vote of the Company’s stockholders is fair and fully informed.” That move is clearly in reaction to evidence uncovered by Politan of a legal but ethically questionable move called “empty voting” in an apparent attempt by an individual who is a friend of Joe Kiani to swing the vote in management’s favor – a move that Politan says would disenfranchise investors who voted.

See the latest outburst of filings and accusations between Masimo & Politan

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More Messy Masimo Madness

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All Employees Threaten to Quit (Or Did They?); Politan Calls Out Voting Irregularities; JV Partner Proposes Price for Sound United

Every day brings us closer to the Masimo 2024 Annual Meeting of Stockholders scheduled for July 25th…and virtually every day also brings us more Masimo madness. The proxy war for two seats on the Board of Directors being fought between the company management and activist investor Politan Capital Management continues to heat up. Consequently, we learn new things every week, some of which can be disturbing. This week is no exception as we discover: 1) the company publishes letters from employees that suggest they may all quit; 2) the Joint Venture Partner interested in buying a majority stake in Sound United has offered terms that specify a price range it is willing to pay; and 3) Politan has filed paperwork with the SEC that includes a letter to the Masimo Board of Directors claiming it has detected voting irregularities known as “empty voting.”

See this latest installment of the battle for Masimo…

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