Fearing the worst – that they might get booted off the board in a proxy vote war – Imation's CEO and board have written a second letter to shareholders, appealing for their support in a vote at the company's AGM on May 20.
They criticised the Clinton Group and its ideas strongly, declaring:
Clinton is seeking to remove three of Imation’s highly qualified, experienced directors – one of whom currently serves as your chairman and another whom serves as your CEO – with three candidates who lack a fundamental understanding of your company, have no relevant experience leading a public company, no relevant experience in leading a global business and no original ideas to maximise the value of your investment.
The letter reveals Imation's board has made four separate proposals, going so far as to offer Clinton the opportunity to name one director to replace one of the existing Directors on the Imation Board and to add a new independent director agreed upon by both Imation and Clinton. But the Clintonites rejected this and "made unilateral and disproportionate demands".
They say the Clintonites want to get effective board control and then make an unintentionally comic statrement: "As good stewards of your capital, the board is simply unwilling to risk your Company and your investment."
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Good stewards indeed. Imation investors, looking at the company's declining revenues and share price over the past few years, may well raise their eyebrows in despair at this.
The letter-writers raise the prospect of a sale of Imation pieces or the whole company: "Your board continues to assess all strategic alternatives with a financial advisor to maximise shareholder value."
Don't vote for Clinton in the proxy vote, they continue, because this "could materially impact the outcome of this process and the potential value of your investment".
In fact, "we believe your existing board has the right plan in place to unlock Imation’s true potential and realise the full value of your investment".
In other words, to paraphrase – we haven't done so good, but the other lot will do worse. Trust us, purleaze.
Well Imation investors, do you feel the board and CEO are pointing a gun at your head? Does this remind you of Dirty Harry:
But being this is a .44 Magnum, the most powerful handgun in the world and would blow you head clean off, you've gotta ask yourself one question: 'Do I feel lucky?' Well, do ya, punk?
Well, investors, will you be luckier with the current board or the Clintonites? Big ask, right?
Read the full text of the letter here. ®