Bradley L. Radoff reached agreement with EMCORE Corp (EMKR)
Key Summary: In Dec 2023, Bradley L. Radoff nominated 3 candidates for the 2024 AGM. On Jan 10, 2024, he entered a Cooperation Agreement with the company. In Aug 2022, Cannell Capital cited CEO weakness, missed earnings, inexperienced Board, and conflicts.Market Cap: $34 million| EMCORE Corporation is engaged in designing and manufacturing indium phosphide (InP) optical chips, components, subsystems and systems for the broadband and specialty fiber optics market.
Background
On August 24, 2023, Bradley L. Radoff (8%) stated that he is concerned about the Company's share increase, price decline, and shareholder dissatisfaction. He urges a quick Board refresh with skilled directors, emphasizes shareholder input, and aims to unlock Company value through collaboration with the Board. Source
On December 5, 2023, Bradley L. Radoff delivered a letter to the company nominating three candidates for election to the Board at the 2024 annual meeting of shareholders
Update
On January 10, 2024, Bradley L. Radoff entered into a Cooperation Agreement with the company, and pursuant to it, the company agreed to accept the resignation of Chairman Stephen L. Domenik from the Board. The Board's size was increased by one member, making a total of six directors. Cletus C. Glasener and Jeffrey J. Roncka (Radoff candidates) were appointed as new directors, with their terms expiring at the 2024 Annual Meeting. Mr. Glasener also became Chairman of the Board. Mr. Radoff withdrew his director candidates for the 2024 Annual Meeting.
Past
On April 11, 2022, Cannell Capital disclosed a 9.98% active stake in the company and sent a letter to the Chairman of the Board requesting that the company replace two members of the Board immediately.
On August 3, 2022, Cannell Capital delivered a letter to the Board expressing its concerns that (i) EMKR's weak CEO is unable to retain or attract good people, (ii) EMKR's adrift management has missed "street" earnings estimates three out of the last six quarters,(iii) EMKR's disengaged BOD has little to no capital allocation experience and scant skin in the game. CC defines "skin" as that which you buy, not that which you are given; and (iv) EMKR faces a structural conflict wherein numerous external parties are allegedly interested in enjoying control, or significant ownership, in EMKR but the flaccid and self-serving BOD repels them.