New York (HedgeCo.Net) – Lone Star Value Management, a $2.7 million shareholder of Ciber Inc., has delivered a formal notice to IT consulting firm Ciber of its intention to nominate three director candidates for election to the board at the upcoming 2015 annual meeting of shareholders.
Lone Star nominated three people for the job, all who have experience running, founding and advising hedge funds: Joshua E. Schechter, Richard K. Coleman and Robert G. Pearse.
“We fear many of the incumbent Board members are more focused on their director fees and the prestige of serving on a public board in their hometown of Denver, than they are on maximizing value for Ciber’s shareholders. During Chairman Jacobs’ tenure as a Board member, for example, CBR stock has declined by more than 45%.” The hedge fund manager said in a letter to shareholders.
Lone Star claims the current chairman:
(1) Made over $1.2 million in director fees
(2) In addition, average Board member compensation during Chairman Jacobs’ tenure has risen from approximately $40,000 per year to approximately $200,000 per year
(3) He is paid mainly in cash — not the compensation terms shareholders want to see in a turnaround situation.
“As a sign of a poorly performing Board, management team turnover has been alarmingly high over the past ten years with four different CEOs and four different CFOs. It was not until Lone Star Value launched a campaign to seek change on the Board in 2014 that Ciber’s incumbent directors finally took action to replace the failed CEO.” Lone Star said.
“Ciber’s dismal operating performance, for example, is represented by a cumulative net loss to shareholders of more than $193 million ($2.69/share) since 2010 in GAAP earnings and it has reported annual net losses in GAAP earnings every year since 2010, while its industry peers were much more profitable during this time period.”