Red Oak Partners and Pinnacle Fund Thank Asure Holders for Support in Successful Proxy Contest, Hope to Work with Asure Software
June 04 2009 - 4:13PM
PR Newswire (US)
NEW YORK, June 4 /PRNewswire/ -- Pinnacle Fund (controlled by
Pinnacle Partners, LLC which is partly controlled by Red Oak
Partners, LLC) today thanked the stockholders of Asure Software
("ASUR" or the "Company") for their support of Pinnacle's
successful efforts to oppose Asure's Go-Private proposals. Pinnacle
noted that, although only Asure has access to full voting results
and proxies could have been revoked, according to the information
available to Pinnacle more than 44% of the shares voted outright
against the Go-Private proposals and another 5% abstained. Further,
Pinnacle was informed that in addition approximately another 3% of
shares voted or planned to vote against the proposals as well,
resulting in an estimated 52% to 32% margin of victory. David
Sandberg, the portfolio manager of the Pinnacle Fund, stated, "We
are pleased with the outcome but disappointed with the process
because we believe a significant amount of shareholder money was
wasted on this effort and this could have been avoided. Pinnacle
kept its expenses to a minimum while Asure's solicitation effort,
which -- according to numerous shareholders who contacted Pinnacle
-- included as many as four phone calls per shareholder from
Asure's proxy solicitors, appears to have imposed a significant
cost on the Company and its shareholders. As an already large
shareholder at the time, we openly expressed our concerns to
management regarding the Go-Private efforts, beginning the day it
was announced in January. They initially informed us that we were
the only shareholders to oppose this effort, something we did not
believe (clearly we were right). Nevertheless, we are happy to see
the proposals voted down and appreciate ASUR's Board at least
canceling its special meeting to save some costs." Mr. Sandberg
continued, "Sometimes change is good, whether it be at a successful
or a struggling company. I believe shareholders have a clear
interest in pursuing a different direction. This is not so much a
criticism of management as it is a preference to pass the torch,
and to this effect, we recently named a superb slate of Board
candidates which includes two prior Board members of Iemployee who
served while it was a thriving and growing company; two individuals
with a history of successfully building and growing technology
companies and two representatives from Red Oak who possess
significant public market and micro-cap knowledge and have a highly
vested interest in Asure's success. We are excited with our slate,
believe that change is both wanted by Asure's shareholders and is a
good thing, and hope that Asure's management and Board will
consider that their duty is to represent the best interests of
their shareholders and recognize it's their shareholders who are
pursuing this. Although clearly prepared to do so, we hope to not
have to engage ASUR in another costly proxy contest and instead
wish to work with its Board as soon as possible towards cost
reductions and Board elections." If you have further questions
please contact David Sandberg at (212) 614-8952 or . Pinnacle
intends to file a definitive proxy statement soliciting votes for
Pinnacle's nominees to the Company's board of directors. Pinnacle
is not asking you at this time to vote on its slate of directors.
Once Pinnacle's definitive proxy statement for the annual meeting
becomes available, Pinnacle strongly advises stockholders to
carefully read that definitive proxy statement, as it will contain
important information. Information concerning Pinnacle and any
other persons deemed participants in Pinnacle's solicitation of
proxies from stockholders in connection with the annual meeting
will be available in Pinnacle's definitive proxy statement for the
annual meeting. Once Pinnacle's definitive proxy statement for the
annual meeting becomes available, stockholders will be able to
obtain, free of charge, copies of that statement and any other
documents Pinnacle files with or furnishes to the Securities and
Exchange Commission through the Securities and Exchange
Commission's website at http://www.sec.gov/. DATASOURCE: Pinnacle
Fund CONTACT: David Sandberg, Red Oak Partners, +1-212-614-8952,
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