Pinnacle Fund and Red Oak Partners Announce Important Voting Information for Asure Annual Meeting and Encourage Holders to Vote
August 21 2009 - 9:00AM
PR Newswire (US)
NEW YORK, Aug. 21 /PRNewswire/ -- Pinnacle Fund ("Pinnacle") and
Red Oak Partners ("Red Oak") wish to remind all shareholders who
have either not yet received a BLUE PROXY CARD or who wish to cast
votes in support of Pinnacle's qualified slate of Board candidates
to vote now to make their vote count. Holders can return a BLUE
proxy card or instruct their broker to vote their shares FOR
Pinnacle's slate in support of a clear vote for change from the
losses incurred and the 90%+ share price decline under Asure
Software's ("ASUR's") current Board's leadership. ASUR shareholders
are also encouraged to contact MacKenzie Partners, Inc. at
800-322-2885, 212-929-5500 or via email at with any questions or
for assistance in voting their shares. Additionally, Pinnacle and
Red Oak wish to comment on ASUR's repeated claim that its Directors
should be elected because of their public company experience.
Pinnacle and Red Oak wish to remind shareholders that ASUR's own
proxy materials point out that, disregarding their experience in
supervising ASUR's losses, among ASUR's six directors, only Mr.
Snyder and Mr. Agnitch have any public company board experience,
and Glass Lewis recommended removing one of these candidates (Mr.
Snyder) from ASUR's Board (PROXY Governance recommended not voting
in favor of any of ASUR's candidates). Pinnacle and Red Oak believe
that ASUR's Directors' claim to public company board experience is
almost entirely based on their incumbency at ASUR. Shareholders are
urged to consider whether this experience, which includes a history
of losses, erosions of shareholder equity, and a 90%+ decrease in
ASUR's share price, represents valuable public company experience.
Lastly, Pinnacle and Red Oak wish to inform shareholders that they
remain highly concerned with ASUR's ongoing cash losses,
highlighted by the $8 million in cash and equivalents ASUR
disclosed in its June 30th lawsuit against Pinnacle, Red Oak, and
others - a number that has not been corrected by ASUR and
represents a material reduction from the $11 million reported just
2 months prior. Since that June 30 date showing $8 million in cash
and equivalents, ASUR's cash has been depleted by: -- a $4.6
million judgment against them for breach of contract; -- ongoing
operating losses since June 30 which we estimate at $0.5 million
(using the April quarter's cash loss run-rate); -- significant
proxy and solicitor expenses related to the upcoming director
elections at the August 28th annual meeting; and -- sizable legal
costs incurred after ASUR hired what may be one of the country's
most expensive legal firms and initiated suit against every
shareholder who opposed ASUR's failed go-private scheme via public
press release or attended an April 27 meeting with management
Pinnacle and Red Oak are gravely concerned that ASUR's balance
sheet, which had nearly $14mm in cash (over $11 million net of the
Jenkins legal accrual) just 10 months ago, may now have just a few
million dollars net of the Jenkins $4.6 million loss, and that this
is attributable largely to the attempts of ASUR's directors and
management to retain control and entrench themselves. Pinnacle and
Red Oak fear that ASUR and its counsel's threats to leave the
company as a "lifeless carcass" will be carried out, if they have
not already. Pinnacle and Red Oak are prepared, if the slate they
have nominated is elected, to immediately commence efforts to raise
additional capital through a private placement or via a rights
offering, but also remain concerned that in their efforts to
entrench themselves ASUR's board will continue to spend and to seek
delays in its annual meeting. In fact, ASUR's most recently filed
court brief suggests, in effect, just such a delay which will, if
it occurs again, represent an astonishing four delays in just one
year. Pinnacle and Red Oak believe ASUR desperately needs change.
If shareholders agree and wish to see a vested board more closely
aligned with shareholder ownership represent them, shareholders are
encouraged to vote FOR Pinnacle's slate by completing and returning
the BLUE proxy card or by contacting MacKenzie Partners, Inc. at
800-322-2885, 212-929-5500 or via email at with any questions or
for assistance in voting their shares. Important Information
Pinnacle Fund, LLLP ("Pinnacle") and Red Oak Partners LLC ("Red
Oak") filed a definitive proxy statement with the Securities and
Exchange Commission on July 30, 2009, in connection with the annual
meeting of stockholders of Forgent Networks, Inc. (the "Company")
to be held on August 28, 2009. Stockholders are strongly advised to
carefully read Pinnacle's definitive proxy statement, as it
contains important information. Pinnacle and certain other persons
are deemed participants in the solicitation of proxies from
stockholders in connection with the annual meeting of stockholders.
Information concerning such participants is available in Pinnacle's
definitive proxy statement. Stockholders may obtain, free of
charge, copies of Pinnacle's definitive proxy statement and any
other documents Pinnacle files with or furnishes to the Securities
and Exchange Commission in connection with the annual meeting of
stockholders at http://www.sec.gov/ by selecting "Search" at the
top right and then typing "forgent" into the box asking for the
Company Name, and through the following website:
http://www.ourmaterials.com/pinnaclefund. DATASOURCE: Pinnacle Fund
CONTACT: David Sandberg, at Red Oak Partners, +1-212-614-8952, Web
Site: http://www.ourmaterials.com/pinnaclefund
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