Pinnacle Fund Issues Letters Requesting Asure Software Abandon its Pending Go-Private Transaction, Requests Shareholder List.
May 04 2009 - 3:31PM
PR Newswire (US)
NEW YORK, May 4 /PRNewswire/ -- Pinnacle Fund (controlled by
Pinnacle Partners, LLC which is partly controlled by Red Oak
Partners, LLC) announced today that it has issued two letters to
Asure Software ("ASUR" or the "Company") requesting that its
concerns be addressed, including: a) calling a 2009 annual meeting
- thus far ASUR's Board has failed to call nor indicated its
intention to call such a meeting; b) excess compensation at the
senior management level; c) increasing shareholder representation
on a Board which currently has very low insider stock ownership and
representation along major shareholders; c) the inability of
management to historically forecast its business; and d) an
imprudent going-private transaction despite the Company's ability
to realize the bulk of ASUR's stated cost savings while remaining
public as well as to save additional monies by not paying out
certain stockholders at 2x current market price levels. Pinnacle's
first letter was issued on April 17th, 2009, followed by a second
letter and a shareholder list request issued on May 4, 2009. The
letters ask for "immediate and radical changes in the cost
structure" to better align costs with revenues and that ASUR
abandon its pending go-private transaction and instead effect
immediate changes - inclusive of Board changes, setting a date for
its annual meeting, and enacting both a reverse stock split in
order to satisfy NASDAQ minimum price requirements and an active
stock repurchase program. David Sandberg, the portfolio manager of
the Pinnacle Fund, further states, "We would still like to work
with the Company's current board and management to address and
resolve our concerns. But unless the board and management withdraw
from this go-private proposal and map out a workable strategy to
restore profitability, our ability to work together appears limited
and a proxy fight more inevitable." Pinnacle's letters are attached
to Red Oak's recently amended Schedule 13-D and are publicly
available on the U.S. Securities & Exchange Commission's Edgar
database at http://www.sec.gov/. If you have further questions
please contact Pinnacle Partners at (212) 614-8952 or . DATASOURCE:
Red Oak Partners, LLC CONTACT: David Sandberg, +1-212-614-8952,
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