Argues Continued Deterioration of Stock Price and Key Financial Metrics Demonstrate Urgent Need for Meaningful Board Change
Criticizes Failure of Board to Meaningfully Engage with EHS's Highly Qualified Director Nominees
We have argued publicly and privately that the minor refreshment to its Board of Directors ("Board") announced by
Shareholders are once again confronted with another quarter of missed targets(1), deteriorating gross profits and EBITDA, continued negative free cash flows, and mounting signs of financial strain. While the
Instead of confronting these failures and acknowledging the need for change, management continues to obscure underlying performance with opaque disclosures surrounding cost pass-through revenue accounting while characterizing its underperformance to shareholders as "producing results"(4). Investors, however, are rendering their own verdict, with
With a share price now near all-time lows, urgent and decisive change is required before further shareholder value is destroyed by a management team and Board that seemingly refuses to acknowledge, let alone begin to address, the serious challenges facing the Company. The perspective of industry veterans and shareholder representatives whose interests are aligned with those of
Unfortunately, our efforts to engage with the Board on a constructive settlement that delivers these desperately needed changes and avoids a lengthy and distracting proxy contest have been met with flat refusal. We urge the Board to take immediate action and engage in good faith with the director candidates and solutions we have offered before further value is destroyed. The Board should demonstrate alignment with shareholders by addressing the Company's challenges rather than continue in its defense of an unsustainable status quo.
We look forward to presenting to our fellow shareholders the detailed strategic value-creation plan developed by our experienced and highly qualified director nominees in the coming weeks.
EHS's previously released public materials can be found at www.ehsinvestments.com.
(1) | |
(2) | At the midpoint of 1Q26 guidance |
(3) | |
(4) | CEO |
(5) | TBI share price change from |
CERTAIN INFORMATION CONCERNING THE PARTICIPANTS
EHS MANAGEMENT STRONGLY ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE
The participants in the proxy solicitation are anticipated to be EHS Management,
Disclaimer
This letter has been prepared by EHS. The views expressed herein reflect the opinions of EHS and are based on publicly available information with respect to
For the avoidance of doubt, this press release was not produced by any person that is affiliated with the Company, nor was its content endorsed by the Company. This press release is provided merely as information and is not intended to be, nor should it be construed as, an offer to sell or a solicitation of an offer to buy any security nor as a recommendation to purchase or sell any security.
Some of the materials in this press release contain forward-looking statements. All statements contained herein that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words "anticipate," "believe," "expect," "potential," "could," "opportunity," "estimate," "plan," "once again," "achieve," and similar expressions are generally intended to identify forward-looking statements. The projected results and statements contained herein that are not historical facts are based on EHS's current expectations, speak only as of the date of these materials and involve risks, uncertainties and other factors that may cause actual results, performances or achievements to be materially different from any future results, performances or achievements expressed or implied by such projected results and statements. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of EHS.
CONTACT:
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SOURCE EHS Investments