NEW YORK, Nov. 11, 2014 /PRNewswire/ -- Barington
Capital Group, L.P. announced today that it has sent the attached
letter to the Chairman and CEO of Ebix, Inc. (Nasdaq: EBIX).
In the letter, Barington states that it believes that the Company's
strong market position and track record of profitable growth is not
being recognized by the marketplace. The Company's common
stock is currently trading at a low price to earnings ratio that is
well below that of the Company's peers and the market as
whole. The Company's stock has also dramatically
underperformed its peers and the market over the past five
years.
Barington believes that the Company's disappointing share price
performance is attributable to questions and uncertainty regarding
the Company that have been weighing heavily on its stock
price. During the last two years alone, Ebix has been the
subject of an investigation by the U.S. Securities and Exchange
Commission, an audit by the Internal Revenue Service, an
investigation by the U.S. Attorney for the Northern District of
Georgia, and class action and
derivative lawsuits brought by shareholders.
Barington believes that it is imperative that Ebix promptly take
action to improve its board oversight in order to ensure that
shareholder interests are protected and to enhance the Company's
credibility with investors, regulators and the marketplace.
Barington is convinced that the addition of new independent
directors to the Ebix Board is a necessary first step to remove the
overhang weighing on the Company's stock price, thereby permitting
shareholder value to increase for the benefit of all of the
Company's shareholders. Barington would therefore like to
discuss with the Company a number of highly qualified director
candidates that it believes would add significant value to the Ebix
Board. This group of candidates – which consists of
individuals with exceptional backgrounds in accounting, government,
finance, international business and corporate governance –
includes:
Noel Spiegel – Mr.
Spiegel, 66, served as a partner with Deloitte & Touche, LLP
where he practiced from September
1969 until his retirement in May 2010. In his over 40
year career at Deloitte, he held a number of senior management
positions, including serving as Managing Partner of Deloitte's
Technology, Media and Telecommunications practice (Northeast
Region), Partner-in-Charge of Audit Operations at Deloitte's New
York Office, Deputy Managing Partner and a member of Deloitte's
Executive Committee. Mr. Spiegel also has significant experience
serving as a director of public traded companies and as an audit
committee chairman.
Joseph R. Wright, Jr. –
Mr. Wright, 76, has had a distinguished career as a senior
executive and in government service. Mr. Wright has served as
Chairman of Intelsat, Chief Executive Officer of PanAmSat, Chairman
of GRC International, Chief Executive Officer of Scientific Games
Corporation, Co-Chairman of Baker & Taylor Holdings and
Executive Vice President/Vice Chairman of W. R. Grace &
Company. In the 1980s, Mr. Wright was a member of
President Reagan's Cabinet and served as a Director and Deputy
Director of the White House Office of Management and Budget and as
Deputy Secretary of the Department of Commerce. In 2003,
President George W. Bush appointed
Mr. Wright to the President's Commission on the U.S. Postal Service
Reform and the National Security Telecommunications Advisory
Committee. Mr. Wright presently serves on President Obama and
Secretary Hagel's Defense Business Board, which provides advice on
the overall management and governance of the Department of
Defense. Mr. Wright is also an experienced public
company director, having served on the boards of numerous publicly
traded companies. He is currently the Executive Chairman of
the Board of MTN Satellite Communications as well as a director of
the Cowen Group, Inc.
Javier Perez – Mr. Perez,
57, is a former partner at McKinsey & Company, a management
consulting firm, with substantial experience working with
international companies. He has also held senior strategy
positions at The Estee Lauder Companies and The McGraw-Hill
Companies. Mr. Perez was a director of Gerber Scientific,
Inc., a diversified manufacturing company, from 2009 until the sale
of the company in August 2011, and
served as Chair of its Audit and Finance Committee.
James A. Mitarotonda – As
the Chairman and Chief Executive Officer of Barington Capital
Group, Mr. Mitarotonda, 60, has extensive experience assisting
undervalued companies improve shareholder value. He has
served as a director of more than a dozen companies, and is
experienced in improving corporate governance and representing
shareholder interests on public company boards. Mr.
Mitarotonda currently serves as a director of A. Schulman, Inc. and
The Pep Boys - Manny, Moe & Jack.
November 11, 2014
Mr. Robin Raina
Chairman and CEO
Ebix, Inc.
Five Concourse Parkway, Suite 3200
Atlanta, GA 30328
Dear Mr. Raina:
Barington Capital Group, L.P. represents a group of
shareholders, including affiliates of Barington and Ancora
Advisors, LLC, that collectively owns a significant stake in Ebix,
Inc. ("Ebix" or the "Company"). Ebix has an impressive track
record of profitable growth as a provider of software and services
to the insurance industry. The Company generates high margins
and strong free cash flow, and benefits from having a "sticky"
customer base due to its strong competitive position in attractive
niche markets. Numerous customers have told us that Ebix's
products are critical to their operations.
During the five years from 2009 to 2013, the Company generated
over $285 million of cash flow from
operations. Ebix's ongoing capital spending requirements are
modest – averaging approximately $2
million per year over the past five years – resulting in
strong free cash flow generation. The Company has invested
over $150 million of its free cash
flow over the past five years in acquisitions which have fueled the
Company's growth. From 2009 to 2013, revenues have more than
doubled from $98 million to $205
million, operating income has grown from $39 million to $75 million, net income has
increased from $39 million to
$59 million, and earnings per share
have grown from $1.03 to $1.53. The Company managed to achieve this
growth without accumulating a significant net debt position and
without considerably increasing its diluted shares
outstanding. The Company repurchased over $95 million of stock in the past five years,
nearly fully offsetting the issuances of shares in connection with
acquisitions. The Company has continued to repurchase shares
in 2014, recently announcing that it has repurchased 1.64 million
shares between August 1st
and October 16, 2014.
While these and other attractive characteristics of Ebix's
business should command a premium market valuation, the Company's
common stock is currently trading at a high free cash flow yield
and a low price to earnings multiple of only 9.5 – well below the
17.3 multiple for the S&P 500 and the median P/E multiple of
19.9 for the Company's peers.1 The Company's stock
has also significantly underperformed its peers over the past two,
three and five year periods as shown in the table below:
|
2
Years
(11/9/12-
11/10/14)
|
3
Years
(11/10/11-11/10/14)
|
5
Years
(11/10/09-11/10/14)
|
Ebix
|
-10.9%
|
-5.1%
|
-12.1%
|
Insurance &
Finance Group Peers2
|
88.9%
|
97.2%
|
103.5%
|
Growth Group
Peers3
|
67.2%
|
37.4%
|
68.9%
|
S&P 500
Index4
|
53.6%
|
74.8%
|
106.5%
|
Russell 2000
Index4
|
51.6%
|
68.5%
|
113.7%
|
We believe that the Company's disappointing share price
performance is attributable to questions and uncertainty regarding
the Company that have been weighing heavily on the Company's stock
price. While we have followed many public companies in our
14-year history, we cannot recall one that has been the subject of
so many investigations and lawsuits. During the last two
years alone, Ebix has been the subject of an investigation by the
U.S. Securities and Exchange Commission, an audit by the Internal
Revenue Service, an investigation by the U.S. Attorney for the
Northern District of Georgia, and
class action and derivate lawsuits brought by
shareholders.
We believe that insufficient public disclosure has been provided
on the status of the investigations, and it does not appear to us
that the Board of Directors of Ebix has been taking adequate steps
to protect shareholder interests and promptly resolve the concerns
that exist with respect to the Company. We therefore believe
that it is imperative that board oversight be improved in order to
ensure that shareholder interests are protected and to enhance the
Company's credibility with investors, regulators and the
marketplace.
Corporate Governance and Board Composition
It is our belief that the Company's poor corporate governance
has hindered effective Board oversight and that the Ebix Board is
composed of directors that are not well suited to protect the
interests of the Company's public shareholders.
Ebix has received Institutional Shareholder Services' lowest
corporate governance rating. Among its numerous governance
weaknesses, the Company has failed to separate the roles of
Chairman and CEO, which we believe has reduced the ability of the
Board to effectively oversee and act independently of
management. Inexplicably, the Board hasn't even appointed an
independent lead or presiding director, and only recently agreed to
do so in order to settle a shareholder derivative action. The
average tenure of the current directors is ten years, with no new
director being added to the Board since 2005. According to
the latest GMI analysis report on the Company, "a collection of
directors with long, coinciding tenure can sometimes form a
subgroup in which collegiality takes precedence over rigorous
oversight of a company's affairs," which appears to be the case at
Ebix. The Board has also failed to add a "clawback" provision
to the Company's incentive plans. Such a provision would not
only serve as a deterrent to fraud, it would permit an improperly
granted bonus award to be recouped in the event of misconduct or a
restatement of the Company's financial statements. We are
also disappointed that the Board maintains a plurality voting
standard for uncontested elections of directors. The Counsel
of Institutional Investors, among others, has noted that this
standard can lead to entrenched boards, and GMI has stated that it
greatly limits the ability of the Company's shareholders to hold
members of the Board accountable in uncontested
elections.
The Ebix Board currently includes five non-management
directors. While each may be "independent" pursuant to the
NASDAQ Marketplace Rules, we question their effectiveness in
protecting shareholder interests. Each of these directors
resides and works outside of the country, despite the fact Ebix is
headquartered in Atlanta, Georgia
and reports the majority of its revenues in the United
States. We also understand that three of these directors have
ties to the Company's largest outside shareholder. One of
these directors is Rolf Herter, the
managing partner of Streichenberg, a mid-sized commercial law firm
located in Zurich. While the Company's proxy statement
discloses that Mr. Herter is a director of two companies and serves
as the supervisor of investments for several foreign companies, it
fails to mention that he is also a director of the Rennes
Foundation, a Lichtenstein-based foundation that does not disclose
its beneficiaries. We have also been told that two other
directors of the Company – Hans U.
Benz and Hans Ueli Keller –
were suggested by the Rennes Foundation. While the Rennes
Foundation is the largest outside shareholder of the Company, and
we are always pleased to see significant shareholders represented
on boards, it does not appear that their interests are aligned with
other shareholders. As noted by Glass Lewis in its
December 2013 proxy report, "… we
think shareholders should be wary that [Mr. Raina and the Rennes
Foundation], which collectively own more than 20% of the
outstanding float, may maintain interests with respect to the
Company that conflict with those of outside
shareholders."
We believe that the composition of the Board and the Company's
poor corporate governance have contributed to the approval by the
Board of two controversial and interrelated transactions that have
not been in the best interests of the Company's public
shareholders. The first was the execution of the Acquisition
Bonus Agreement, a change of control agreement which we find to be
extraordinarily excessive. The second was the Goldman Sachs
transaction, which, if consummated, would have transferred a
disproportionate ownership percentage in the Company to you and the
Rennes Foundation. For the reasons discussed below, these
transactions have caused us to question whether the independent
directors have been more concerned with protecting your interests
and the interests of the Rennes Foundation than fulfilling their
fiduciary duties to shareholders.
The Acquisition Bonus Agreement
In 2009, the independent directors unanimously approved the
Company entering into an Acquisition Bonus Agreement with you as
its Chairman and CEO. The agreement, which has a single
trigger, provides for you to receive a cash payment upon the
occurrence of a change in control regardless of whether you
continue to remain employed by the Company. The payment would
be equal to (i) the spread between the acquisition price of a
transaction and a base price of $7.95
per share multiplied by (ii) the number of shares that is 20% of
the Company's outstanding shares less what you own
personally. In addition, the agreement entitles you to
receive gross up payments to cover any applicable excise
taxes. Since you already beneficially own approximately 10%
of the Company's outstanding shares, this agreement grants you an
economic benefit akin to an option on another 10% of the
Company. The agreement was signed in July 2009, close to market lows, and uses, in our
opinion, an extremely depressed base price.
In the Company's 2012 proxy statement, it was disclosed that
this agreement would entitle you to receive a payment of
$92.2 million in the event of a
$24 per share transaction. This
payment would be a staggering 27x multiple of your total 2011
compensation of $3.4 million, and
would be paid regardless of whether or not you remained employed by
Ebix. We have never seen a change-of-control arrangement that
is as generous (or should we say egregious) as this one, and
believe that it was inappropriate for the Board not to submit this
agreement to shareholders for their approval.
The Board has sought to justify the agreement by stating that it
would ensure that you will be appropriately rewarded for your
contributions to Ebix prior to an acquisition event. In our
opinion, you have already been very well compensated for your
contributions to the Company. When you became CEO in 1999,
you owned a negligible stake in the Company. Over the next 15
years, you have been paid over $18
million in cash compensation. In addition, you have
been granted nearly four million shares of restricted stock and
options and have beneficially owned as much as 16.8% of the
Company. Such grants should be more than sufficient to align
your interests with those of other shareholders.
The Board also sought to justify this agreement by claiming that
it would dissuade a potentially hostile acquisition attempt at an
unacceptable price, and that it would motivate you to maximize the
value received by all shareholders of Ebix. Certainly the
agreement can be used to dissuade acquisition offers – both hostile
and friendly. Unfortunately, it does that by functioning as
your own personal veto, permitting you to hinder any transaction
that does not receive your approval, regardless of the price
offered. We fail to see how a huge windfall payment to you in
the event of an acquisition will help maximize the value received
by other shareholders. In fact, we believe the reverse is
true – the larger the windfall to you, the less value remains to be
distributed to the public shareholders. Furthermore, we
believe that the large payment you would receive pursuant to the
Acquisition Bonus Agreement could give you an incentive to support
an acquisition at a price that does not necessarily maximize value
for all other shareholders. As noted by Glass Lewis, "we
believe that this sort of provision may lower the chances of a
deal, lower the premium paid to shareholders in a takeover
transaction or both."
Frankly, we are astounded that the Board could claim that the
Acquisition Bonus Agreement is in the best interests of
shareholders. We strongly believe that this agreement should
be terminated as promptly as possible and at no cost to the
Company.
The Goldman Sachs Transaction
On May 1, 2013, Ebix announced
that it had entered into an agreement to be acquired by an
affiliate of Goldman Sachs for $20
per share. The Company, which had not conducted an auction
sale process, entered into this deal at a per share price that
represented a modest premium of only 7.5% over the previous day's
closing price. The deal price was well below the stock's
52-week high at the time of $24.90
reached in September 2012. It was also lower than the prices
at which the Company had repurchased shares in both the third
quarter of 2012 and the first quarter of 2011. In connection
with the announcement of the transaction, it was disclosed that you
and the Rennes Foundation were given the right to roll a large
portion of your equity into the deal and would obtain significant
ownership interests in the private company. You were to
obtain a 29% interest in the private company and the Rennes
Foundation was to receive an ownership interest of 15% –
significantly higher than the 19% interest in the public company
that you and the Rennes Foundation collectively owned prior to the
transaction.
A feature of the Goldman transaction that is extremely troubling
to us was that you agreed to forego an Acquisition Bonus in the
event that the Goldman transaction closed. It appears to us
that the Acquisition Bonus Agreement enabled you to negotiate a
larger ownership position in the private company for you and the
Rennes Foundation than your equity contributions would have
otherwise entitled you to receive. In addition, since you
didn't publicly waive the Acquisition Bonus Agreement for other
potential suitors, it likely served as a deterrent to other bidders
potentially willing to pay a higher price than Goldman, as any
topping offer would have needed to exceed the Goldman offer by at
least the amount of the Acquisition Bonus in order to yield a
higher value for the Company's public shareholders. Given the
foregoing, we question whether you and the other members of the
Board did all you could to obtain the highest and best price for
the Company's public shareholders when negotiating the Goldman
deal.
Ebix's Financial Reporting
Ebix's financial reporting is complex given its international
operations, cross border transactions and sophisticated tax
structure. The Company has provided shareholders with limited
visibility regarding its tax structure. It is also troubling
that Ebix had four different auditors between 2003 and 2008 and
that its current auditor, Cherry
Bekaert, is a regional accounting firm that appears to have
limited experience auditing public companies with extensive
international operations.
We believe that the Company should transition to an
internationally recognized accounting firm with greater resources
and international accounting experience to cover Ebix's global
operations. We also believe that the Company should add an
independent financial expert to its Board with unquestioned
integrity and the highest level of accounting expertise. In
addition to being an asset to the management team, such a director
could help the Board conduct an effective assessment of the
validity of the Company's tax accounting, the adequacy of its
internal controls and the accuracy of its financial
reporting.
Disclosure Regarding Investigations
As a significant shareholder of Ebix, the ongoing investigations
into the Company are concerning to us, and we do not believe that
shareholders have been sufficiently informed of the details and
status of these investigations. Given that the current
enterprise value of Ebix is approximately $220 million lower than the $820 million valuation of the Goldman Sachs
transaction, we believe that the marketplace is applying a large
uncertainty discount to the outcome of these investigations.
We strongly believe that there is a need for more clarity and
better disclosure concerning these matters.
Ebix's Organic Revenue Growth
We believe that the Company could do a much better job growing
its revenues organically. The Company operates in large and
growing markets and offers valuable products to its customers, but
its organic revenue growth has been modest in recent years, with
most of the reported revenue growth being fueled by
acquisitions. Furthermore, during 2013 and 2014, the
Company's pace of acquisitions has slowed and revenue growth has
stalled. Reported revenues declined sequentially in the
second and third quarters of 2013, and sequential growth since then
has been tepid. We believe that more effective investment in
sales and marketing by the Company would help improve its organic
revenue growth, and that the resolution of investigations
concerning the Company would allow the sales force to achieve
greater success with customers.
Share Repurchases
As you discussed in your quarterly earnings conference call on
November 7, the Company has available
cash balances of $47.4 million and
borrowing capacity of $137 million
which can be used to support business growth as well as share
repurchase initiatives. We support the Company's recent share
repurchases and believe that the Company should complete the
$100 million share repurchase program
which it announced in June 2013,
which we believe would be highly accretive and add approximately
$0.25 to the Company's earnings per
share. In light of the Company's current depressed stock
price as well as its ample liquidity, we also recommend that the
Company consider meaningfully increasing the size of its share
repurchase program as well as utilizing a tender offer for a
portion of the buyback.
Need for New Independent Directors
We believe that adding new, truly independent directors to the
Ebix Board is necessary to help protect shareholder interests and
improve the Company's credibility with investors, regulators and
the marketplace at this critical time. Among other things,
such directors can ensure that an independent assessment is made of
the issues being investigated by the government, that all necessary
remedial actions are promptly taken and that the outcome is clearly
communicated to shareholders. We would therefore like
to discuss with you a number of highly qualified director
candidates that we believe would add significant value to the Ebix
Board. This group of candidates, which consists of
individuals with exceptional backgrounds in accounting, government,
finance, international business and corporate governance,
includes:
Noel Spiegel – Mr.
Spiegel, 66, served as a partner with Deloitte & Touche, LLP
where he practiced from September
1969 until his retirement in May 2010. In his over 40
year career at Deloitte, he held a number of senior management
positions, including serving as Managing Partner of Deloitte's
Technology, Media and Telecommunications practice (Northeast
Region), Partner-in-Charge of Audit Operations at Deloitte's New
York Office, Deputy Managing Partner and a member of Deloitte's
Executive Committee. Mr. Spiegel also has significant experience
serving as an independent director, serving as a director and a
member of the audit committee of Radian Group, Inc., a provider of
private mortgage insurance and related risk mitigation products and
services to mortgage lenders; a director and chairman of the audit
committee of American Eagle Outfitters, a specialty retailer of
clothing and accessories; and a director and chairman of the audit
committee of Vringo, Inc., a company engaged in the innovation,
development and monetization of intellectual property and mobile
technologies.
Joseph R. Wright,
Jr. – Mr. Wright, 76, has had a distinguished career in
government and in the private sector. He has served as
Chairman of Intelsat, Chief Executive Officer of PanAmSat, Chairman
of GRC International, Chief Executive Officer of Scientific Games
Corporation, Co-Chairman of Baker & Taylor Holdings and
Executive Vice President/Vice Chairman of W. R. Grace &
Company. In the 1980s, Mr. Wright was a member of
President Reagan's Cabinet and served as a Director and Deputy
Director of the White House Office of Management and Budget and as
Deputy Secretary of the Department of Commerce. He also
received the Distinguished Citizens Award from President Reagan in
1988. In 2003, President George W.
Bush appointed Mr. Wright to the President's Commission on
the U.S. Postal Service Reform and the National Security
Telecommunications Advisory Committee. He presently serves on
President Obama and Secretary Hagel's Defense Business Board, which
provides advice on the overall management and governance of the
Department of Defense. Mr. Wright is also an experienced
public company director, having served on the boards of numerous
public companies. He is currently the Executive Chairman of
the Board of MTN Satellite Communications as well as a director of
the Cowen Group, Inc. He also serves as an advisor to two
private equity funds.
Javier Perez – Mr.
Perez, 57, is a former partner at McKinsey & Company, a
management consulting firm, with substantial experience working
with international companies. He has also held senior
strategy positions at The Estee Lauder Companies and The
McGraw-Hill Companies. Mr. Perez, who is a Senior Advisor to
Barington Capital Group, was a director of Gerber Scientific, Inc.,
a diversified manufacturing company, from 2009 until the sale of
the company in August 2011, and
served as Chair of its Audit and Finance Committee.
James A. Mitarotonda
– As the Chairman and Chief Executive Officer of Barington Capital
Group, Mr. Mitarotonda, 60, has extensive experience assisting
undervalued companies improve shareholder value. He has also
served as a director of more than a dozen companies, and is
experienced in improving corporate governance and representing
shareholder interests on public company boards. Mr.
Mitarotonda currently serves as a director of A. Schulman, Inc. and
The Pep Boys - Manny, Moe & Jack.
Conclusion
While we strongly believe in the long-term prospects of Ebix, we
are struck by what we believe have been substantial corporate
governance and boardroom deficiencies in recent years. We are
convinced that the addition of new independent directors to the
Board is a necessary first step to remove the overhang weighing on
the Company's stock price, thereby permitting shareholder value to
increase for the benefit of all of Ebix's public
shareholders. Barington has a 14-year track record of
assisting publicly traded companies improve their operations,
profitability and corporate governance, and we hope that we can
work together with you to help improve shareholder value for the
benefit of all of the owners of the Company. Please advise us
at your earliest convenience when you are available to speak with
us to discuss our suggestions and director
recommendations.
Sincerely yours,
/s/ James A. Mitarotonda
James A. Mitarotonda
About Barington Capital Group, L.P.
Barington Capital Group, L.P. is an investment firm that,
through its affiliates, manages a value-oriented, activist
investment fund that was established by James A. Mitarotonda in January 2000. The Fund invests in undervalued
publicly traded companies that Barington believes could appreciate
significantly in value as a result of a change in corporate
strategy or from various operational, financial or corporate
governance improvements. Barington's investment team, senior
advisors and industry contacts are seasoned operating specialists,
experienced in working with companies to design and implement
initiatives to improve their financial and share price
performance.
Important Disclosures
Any views expressed in the above letter represent the opinion of
Barington, whose analysis is based solely on publicly available
information. No representation or warranty, express or
implied, is made as to the accuracy or completeness of any
information contained therein. Barington expressly disclaims
any and all liability based, in whole or in part, on such
information, any errors therein or omissions therefrom.
Barington also reserves the right to modify or change its views or
conclusions at any time in the future without notice.
The information contained in the letter does not recommend the
purchase or sale of any security nor is it an offer to sell or a
solicitation of an offer to buy any security. Furthermore, the
information contained in the letter is not intended to be, nor
should it be construed or used as, investment, tax or legal
advice. No representation or warranty is made that
Barington's investment process or investment objectives will
or are likely to be achieved or successful or that Barington's
investments will make any profit or will not sustain losses.
Past performance is not indicative of future
results.
Nothing contained in the letter should be taken as any form of
commitment on the part of Barington to take any action in
connection with any particular security. Barington and its
affiliates are in the business of buying and selling
securities. They have, and may in the future, buy, sell
or change the form of their position in any security for any
or no reason whatsoever.
Barington has neither sought nor obtained the consent from any
third party to use any statements or information contained in the
letter that have been obtained or derived from statements made or
published by such third parties. Any such statements or
information should not be viewed as indicating the support of such
third parties for the views expressed herein.
Please see http://www.barington.com/press-releases.html for
additional disclosures concerning the letter.
1
|
Based on Ebix's stock
price of $15.60 on November 10, 2014 and consensus EPS for 2014 of
$1.64. The price to earnings (P/E) ratio of the S&P 500
for 2014 was 17.3 as of November 10, 2014. The median 2014
P/E ratio of the Company's Insurance & Finance Group Peers was
14.4 as of November 10, 2014. The median 2014 P/E ratio of
the Company's Growth Group Peers was 25.7 as of November 10,
2014. The median 2014E P/E ratio of the Company's Insurance
& Finance Group and Growth Group Peers was 19.9 as of November
10, 2014. Source: Capital IQ.
|
2
|
Insurance &
Finance Group Peers per the Company's 2013 Proxy Statement consist
of Universal Insurance Holdings; Safety Insurance Group, Inc.; RLI
Corp.; The Hanover Insurance Group, Inc.; The Navigators Group,
Inc.; and Evercore Partners, Inc.
|
3
|
Growth Group Peers
per the Company's 2013 Proxy Statement consist of Digital
Generation, Inc.; K12 Inc.; Blackbaud Inc.; DealerTrack Holdings
Inc.; Limelight Networks, Inc.; Blucora Inc.; CSG Systems
International, Inc.; Comscore, Inc.; LogMeIn, Inc.; Epiq Systems,
Inc.; Digital River, Inc.; and Willis Lease Finance
Corporation. Note the Proxy Statement lists K2 Inc. which we
assume is a typographical error – we have included K12 Inc.
instead.
|
4
|
Source: Capital
IQ. Index returns calculated assuming the reinvestment of
dividends.
|
SOURCE Barington Capital Group, L.P.