ShopHQ Agrees To March 14 Special Shareholder Meeting

In the latest chapter of the saga of ShopHQ versus its dissident shareholders, the home shopping network has agreed to schedule a special meeting in March.

ShopHQ, whose corporate name is ValueVision Media, Friday sent a letter to The Clinton Group, the dissatisfied stockholders who want the network’s CEO Keith Stewart and most of its board replaced. The shareholders have called for a special meeting to weave their magic.

In its letter, ShopHQ told the dissidents that their group “and does not hold valid voting power with respect to, a sufficient percentage of ValueVision’s outstanding shares to satisfy the required thresholds for demanding a special meeting.”

But in a press release, ShopHQ said, “Notwithstanding the insufficiency of Clinton’s demand, ValueVision continues to be receptive to listening to and considering the views of its shareholders and is open to adding qualified independent directors to its Board with appropriate expertise in areas that would complement the strengths of its current Board members and its focus on executing on the Company’s strategy to deliver value for all shareholders.”

The network added that its board “believes that prolonging a public dispute over the date of a special meeting is not in the best interests of ValueVision or its shareholders, particularly given the Company’s need to focus on running its business during the vital holiday season. Accordingly, ValueVision has scheduled a special meeting of shareholders to be held on March 14, 2014, for the purpose of voting on Clinton’s proposals.”

ShopHQ also said that it is forming a committee of independent directors to oversee an accelerated board candidate evaluation process.

In connection with that process, the board will be retaining Heidrick & Struggles, a nationally recognized executive search firm, to assist the committee in identifying potential new candidates with skills and experience that would enhance the overall composition of the Board.

Heidrick & Struggles, together with the committee, also will carefully consider the qualifications of the individuals nominated by Clinton, along with any other individuals that may be nominated by ShopHQ.


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