Concerned Shareholders Continue to Express Frustration with Incumbent Board while Considering their Options for the Upcoming Shareholders Meeting
TORONTO, November 28, 2023 / – HummingBird Capital Inc., Chen Xi Liao and Andrew Darbyson, (collectively, the “Concerned Shareholders”) today announced their approval of the decision by Ciscom Corp. (CSE: CISC) (OTCQX: CISCF) (“Ciscom”) to call its long-overdue annual general and special meeting of shareholders (the “Meeting”). Ciscom recently announced that the Meeting is to be held on February 8, 2024.
Behind the scenes, there have been a number of requests from exasperated shareholders, followed by a formal letter from the Concerned Shareholders sent to the Ciscom board of directors (“Ciscom Board”) on November 23, 2023, expressing serious concern about the current state of Ciscom, including the Ciscom Board’s failure to call a shareholders meeting since its incorporation in 2020. The letter offered solutions to help bring shareholder confidence back. It was only after this shareholder pressure that the Board finally, a day later, called the Meeting.
The prior failure of the Ciscom Board to call a shareholders meeting is only one of a number of concerns the Concerned Shareholders have. The poor performance of the stock price, apparent lack of public company governance experience and expertise of a number of the Ciscom Board members, and the tendentious termination of Mr. Drew Reid as Chair and CEO of Ciscom, have all caused significant apprehension among the Concerned Shareholders and forced them to consider their options as they prepare for the upcoming Meeting.
While the Concerned Shareholders currently represent only 3.5% of the Ciscom issued and outstanding shares, they believe that they are not alone – they are aware of other shareholders who share their concerns. Those shareholders, together with the Concerned Shareholders, are estimated to represent, in the aggregate, at least 45% of Ciscom’s outstanding shares.
The Concerned Shareholders intend to champion the cause of those Ciscom shareholders interested in improving the Ciscom stock price and its corporate governance and will provide further updates to the market regarding their plans as the date of the Meeting approaches.
Information in Support of Public Broadcast Solicitation
This is not, and is not to be construed as, a solicitation of proxies. The Concerned Shareholders are not soliciting proxies in connection with the Meeting at this time, and shareholders are not being asked at this time to execute proxies. Proxies may be solicited by the Concerned Shareholders pursuant to an information circular sent to shareholders after which solicitations may be made by or on behalf of the Concerned Shareholders, by mail, telephone, fax, e-mail or other electronic means as well as by newspaper or other media advertising, and in person by directors, officers and employees of the Concerned Shareholders, who will not be specifically remunerated therefor. The Concerned Shareholders may also solicit proxies in reliance upon applicable exemptions to the solicitation requirements under Canadian corporate and securities laws, which may include by way of public broadcast, including through press releases, speeches or publications and by any other manner permitted under applicable Canadian laws. The Concerned Shareholders may engage the services of one or more agents and authorize other persons to assist in soliciting proxies on their behalf.
Cautionary Statement Regarding Forward-Looking Information
This press release contains forward-looking statements. All statements contained in this filing that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words “anticipate,” “believe,” “expect,” “estimate,” “plan,” and similar expressions are generally intended to identify forward-looking statements. These statements are based on current expectations of the Concerned Shareholders and currently available information. They are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict, and are based upon assumptions as to future events that may not prove to be accurate. The Concerned Shareholders do not assume any obligation to update any forward-looking statements contained in this press release, except as required by applicable law.
For further information, please contact:
HummingBird Capital Inc.
President & CEO
Chen Xi (Tony) Liao
Phone : 647-874-8088
E-mail : firstname.lastname@example.org