Highlights Radoff-Sudbury Group Nominees
Will Bring Differentiated Experience and Fresh Perspectives to the
Board
Notes Leading Independent Proxy Advisory
Firms ISS and Glass Lewis Concluded that Boardroom Change is
Warranted
Urges Stockholders to Vote for Dayton Judd, Michael Lohner and Bradley L. Radoff
on the BLUE Proxy Card Ahead of the
November 6th Annual Meeting
Bradley L. Radoff and Sudbury Capital Fund, LP (together with
their affiliates, the “Radoff-Sudbury Group,” “we” or our “Group”),
represent the largest stockholder of LifeVantage Corporation
(Nasdaq: LFVN) (“LifeVantage” or the “Company”), collectively
owning approximately 12.8% of the Company’s outstanding stock.
Today, the Group issued the following letter to LifeVantage
stockholders ahead of the Company’s upcoming Annual Meeting of
Stockholders (the “Annual Meeting”) on November 6, 2023:
***
Fellow Stockholders,
The Radoff-Sudbury Group represents the largest stockholder of
LifeVantage, meaning our interests are squarely aligned with yours.
We believe replacing certain long-tenured directors with
stockholder-nominated directors who possess CEO-level
transformation, wellness industry and corporate governance
experience can help ignite a lasting turnaround following a decade
of poor performance. Ahead of next week’s Annual Meeting, we
want to emphasize the opportunity you have to facilitate
long-overdue change at LifeVantage by electing the right
directors.
While we attempted to engage privately with the Board of
Directors (the “Board”) on ideas for creating value and a
settlement, we have been met with sustained resistance. The Company
made clear it was not open to welcoming new perspectives to the
Board until 2027, which we believe is indicative of the tight grip
that Chairman Garry Mauro and other over-tenured directors have on
LifeVantage. That is why we have invested a significant amount of
our time and capital to nominate a minority slate of individuals
with highly relevant skillsets to address the Company’s most urgent
needs.
As detailed below, we are seeking to remove Chairman Mauro,
Michael Beindorff and Darwin Lewis from the Board due to their
excessively long tenures, track records of value destruction and
lack of relevant experience. We are asking for your support to
elect our three independent nominees, who are committed to putting
LifeVantage stockholders’ long-term interests first.
Radoff-Sudbury Group
Independent Nominee
Targeted Incumbent LifeVantage
Director
The Case for Supporting Our
Group’s Independent Nominee
Dayton
Judd
- Chairman and CEO of FitLife Brands, Inc. (Nasdaq: FTLF)
(“FitLife”)
- Delivered 2,263% in total stockholder returns (“TSR”) while CEO
of FitLife1
- Delivered 173% in TSR while serving as a director at RLJ
Entertainment, Inc. (Nasdaq: RLJE)2
- CEO-level turnaround experience
- Experienced public company board member
- Consumer wellness product experience
- Public company financial expertise
Meaningful LifeVantage stockholder with strong track
record of value creation
Garry
Mauro
- 15-year LifeVantage director tenure
- -58% LifeVantage TSR during tenure as Chair3
- No prior C-suite experience
- No prior public board experience
- No wellness or direct selling experience
- No capital allocation experience
- No prior audit experience
No
meaningful stock ownership in LifeVantage and has overseen
significant value destruction
Experience & Track Record Comparison
- Mr. Judd is an experienced public company CEO and director with
a strong track record of value creation, who owns ~6% of
LifeVantage stock.
- Mr. Judd possesses valuable CEO-level turnaround experience,
corporate governance and strategic planning acumen and wellness
industry expertise, which would be immediately additive in the
boardroom.
- Mr. Mauro has served as Chairman of LifeVantage for 10 years
and on the Board for over 15 years. He has failed to effectively
oversee the Company and enabled the destruction of significant
value over his tenure.
- Both ISS and Glass Lewis have recommended for Mr. Judd,
while ISS has recommended stockholders remove Mr. Mauro.
Michael
Lohner
- President, CFO and director of Direct Selling Acquisition Corp.
(NYSE: DSAQ)
- Corporate finance and capital allocation expertise
- Experienced public company board member
Experienced executive with strong track record of value
creation
Michael Beindorff
- ~12-year LifeVantage director tenure
- -44% LifeVantage director tenure TSR4
- No wellness or direct selling experience
- No capital allocation experience
- No prior public board experience
- No prior audit experience
No
meaningful stock ownership in LifeVantage
Experience & Track Record Comparison
- Mr. Lohner has extensive experience as an investor and
executive of companies in the direct selling industry, unlike Mr.
Beindorff, who possesses no relevant experience.
- We believe Mr. Lohner’s industry experience would help support
LifeVantage’s go-forward strategy and address recent significant
consultant and customer attrition.
- Additionally, Mr. Lohner would bring valuable experience in the
areas of corporate finance and capital allocation, which are
necessary to correct course following the value destruction Mr.
Beindorff has presided over for nearly 12 years.
- Notably, Glass Lewis recommended stockholders remove
Mr. Beindorff, pointing to his “predominantly misaligned
experiences” and role in overseeing the destruction of value during
his nearly 12-year tenure.
Bradley
L. Radoff
- Experienced public company board member
- Delivered 720% in TSR while serving as a director at
Support.com, Inc. (Nasdaq: SPRT)5
- Delivered 239% in TSR as a director of VAALCO Energy, Inc.
(NYSE: EGY; LSE: EGY)6
- Consumer goods industry experience
- Successful private investor
- Private and public engagements have delivered sizable returns
for stockholders
Meaningful LifeVantage stockholder with strong track
record of value creation
Darwin
Lewis
- 6.5-year LifeVantage director tenure
- -19% LifeVantage director tenure TSR7
- Former sales and operations executive
- No wellness or direct selling experience
- No capital allocation experience
- No prior audit experience
- No prior public board experience
No
meaningful stock ownership in LifeVantage
Experience & Track Record Comparison
- Mr. Radoff is an experienced investor and public company
director with a strong track record of value creation, who owns
6.8% of LifeVantage stock.
- Mr. Radoff’s capital allocation expertise, public board and
audit chair experience would be additive to the Board, compared to
Mr. Lewis, who lacks prior audit and relevant financial experience
– despite serving as LifeVantage's Audit Committee Chair.
- We believe Mr. Radoff’s valuable perspectives and skillsets can
help improve the Company’s approach to capital allocation to help
enhance value for stockholders.
We believe the choice is clear: voting the BLUE Proxy Card for the entire Radoff-Sudbury
Group slate can help ensure the Board begins to act on behalf of
all LifeVantage employees, consultants, stockholders and
stakeholders.
We sincerely appreciate the thoughtful conversations and
feedback we have received from you in recent weeks. If you have any
further questions for us or would like to speak directly with our
nominees, please contact our proxy solicitor at
info@saratogaproxy.com.
Sincerely,
Bradley L. Radoff
Dayton Judd
Sudbury Capital Fund, LP
***
VOTE “FOR” THE HIGHLY QUALIFIED
RADOFF-SUDBURY NOMINEES ON THE BLUE PROXY CARD AHEAD OF
LIFEVANTAGE’S UPCOMING ANNUAL MEETING ON NOVEMBER 6, 2023.
ONLY YOUR LATEST DATED
VOTE COUNTS. IF YOU VOTED FOR THE COMPANY’S NOMINEES
PREVIOUSLY, A LATER DATED VOTE FOR THE RADOFF-SUDBURY NOMINEES WILL
OVERRIDE YOUR PRIOR VOTING INSTRUCTIONS.
IF YOU HAVE ANY QUESTIONS REGARDING HOW TO
VOTE, PLEASE CALL SARATOGA PROXY CONSULTING AT (888) 368-0379 OR
(212) 257-1311 OR BY EMAIL AT
INFO@SARATOGAPROXY.COM.
PLEASE KNOW THAT BOTH YOUR INTERACTION WITH
OUR PROXY SOLICITOR AND YOUR VOTING DECISION ARE COMPLETELY
CONFIDENTIAL. SIMILARLY, IF YOUR LIFEVANTAGE SHARES ARE HELD WITH A
BROKER, YOUR VOTING DECISION IS COMPLETELY CONFIDENTIAL.
***
1 Source: Bloomberg. TSR calculated from February 18, 2018
through October 30, 2023.
2 Source: Bloomberg. TSR calculated from May 15, 2015 through
October 31, 2018.
3 Source: Bloomberg. TSR calculated from November 13, 2013
through August 10, 2023.
4 Source: Bloomberg. TSR calculated from January 10, 2012
through August 10, 2023.
5 Source: Bloomberg. TSR calculated from June 28, 2016 through
September 9, 2021.
6 Source: Bloomberg. TSR calculated from June 25, 2020 through
January 28, 2022.
7 Source: Bloomberg. TSR calculated from February 16, 2017
through August 10, 2023.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231101942914/en/
Saratoga Proxy Consulting LLC John Ferguson / Joe Mills,
212-257-1311 info@saratogaproxy.com
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