ShopHQ’s battle with a group of dissident shareholders, who want to unseat the shopping network’s current management — including CEO Keith Stewart — will come to a head March 14.
That’s when the network, whose corporate name is ValueVision Media Inc., has set a special shareholder meeting to vote on some the The Chinton Group’s proposals, which include ousting most of the channel’s board and essentially taking control of the company.
ShopHQ filed a proxy statement it is sending out to its stockholders, asking them to vote down the The Clinton Group’s, with the Securities and Exchange Commission Friday.
You can read all the dirty details here.
But here is some of the dish here, where ShopHQ tells its shareholders, “The future of ValueVision is in your hands.”
“Your Board of Directors is deeply committed to the Company, its shareholders and enhancing shareholder value,” ShopHQ says in its proxy statement.”
Company officials defended their track record at the home shopping network.
“We have focused on four key growth drivers: (1) broading and diversifying our product mix with a compelling assortment of national brands and proprietary products; (2) increasing our visibility to customers by expanding and optimizing our TV distribution platform; (3) growing our customer base through new customer acquisition, and increased purchase frequency and retaining existing customers reflecting improvements to overall customer experience; and (4) being a Watch & Shop Anytime, Anywhere experience through continued enhancements to our internet and mobile platforms,” ShopHQ said.
ShopHQ then went on to criticize The Clinton Group.
“In the Board’s opinion, the Shareholder Group’s proposals are not in the best interests of ALL shareholders of the Company, but rather were made in furtherance of the Shareholder Group’s own interests. If the Shareholder Group, a minority group of shareholders beneficially owning approximately 9.8% of the Company’s shares, were to succeed in this proxy contest, then the Shareholder Group’s nominees would control over 80% of the seats on your board.”
“The Shareholder Group has not offered to purchase a controlling interest in the Company nor offered to pay the Company’s shareholders any control premium for the privilege of having the Shareholder Group’s nominees control your board. For these reasons, among others, the Board is soliciting proxies against the Shareholder Group’s proposals.”
In November The Clinton Group went after ShopHQ’s management, criticizing the progress, or lack thereof, of, of the No. 3 home shopping network.
In a nutshell, the group is looking to replace a good number of the network’s with its own crew, which includes some rather notable people, including Mariah Carey’s ex-husband, music mogul Tommny Mottola; he-man reality TV producer Thom Beers; and ex-HSN CEO Mark Bozek.
According to ShopHQ’s SEC filing, Stewart received $1.566 million in compensation in fiscal 2013.
We’ll see how this plays out.