Because I expected that one or both of the 13d holders would have tendered, I tendered mine.
Turns out neither tendered any. But 2 ITEX employees did tender & sell. Benson & Zimmerman sold 27,411 and 29,545 in the tender offer.
I bought back a portion of what I sold at $4.20 for $3.91 today.
Still have concerns but hopeful that with "new blood" the theft of the past will stop.
Leading Proxy Advisory Firm Institutional Shareholder Services (ISS) Recommends Shareholders Vote on Gold Proxy, Says The Polonitza Group ISS recommends not voting for any of the current ITEX directors 05/02 08:00 AM WESTFIELD, N.J.--(BUSINESS WIRE)-- The Polonitza Group today announced that ISS, the nation's leading proxy advisory firm, has recommended that shareholders of ITEX Corporation ( ITEX:$4.00,00$0.04,001.01%) vote on the GOLD proxy card to elect David Polonitza to the Board of Directors of ITEX ( ITEX:$4.00,00$0.04,001.01%) and not vote Management’s proxy at the annual meeting of shareholders scheduled to be held on May 14, 2012. The Polonitza Group urges all shareholders to vote the GOLD proxy card to elect its two nominees – Wayne Jones and David Polonitza -- by telephone, Internet or by signing, dating and returning the GOLD proxy card today.
ISS expressed concerns shared by the Polonitza Group with respect to ITEX’s corporate governance and operating performance and recommended shareholders WITHHOLD for all of the current Board members.
Specifically, ISS stated:
"Given the weakening market performance trends, the lackluster operating performance, and particularly the weak oversight provided by the company's governance structure – such as the board's willing acceptance of an affiliated director overseeing his own work on the financial statements through his role on the Audit committee – a vote FOR election of dissident nominee Polonitza is warranted.” "On the compensation front, the long-term nature of (ITEX’s) compensation practices is highly unusual in the sense that the restricted stock plan has a vesting period of up to 11 years, and for a relatively small company the compensation may not be in line with the market.” “There is a lack of truly independent oversight given the small board size of three, where Steve White, CEO is an insider and John Wade is an affiliated outsider, given the nature of his work as a consultant on audit related matters, make it important to include in the board truly independent directors.” “The company has fallen behind the broader market over the three and particularly the one-year terms, however, suggesting the dissident has a point about the troubling trend. Performance versus its peer, ITNM, has been substantially worse over both these periods.” David Polonitza stated, "In my opinion, ISS’ criticism of ITEX’s operating performance and poor governance provides further evidence that change is needed within the Company’s Board. The Board’s maneuvers to entrench themselves through stock grants, private placements, and a poison pill, along with providing the CEO with over $1,000,000 in compensation during fiscal 2011 and compensating a supposed “independent” director with over $110,000 when the Company’s fiscal 2011 net income was only $701,000 is, in my opinion, a striking example of actions by a misguided Board that has little regard for its outside shareholders. Vote the Gold Proxy to send a message to ITEX ( ITEX:$4.00,00$0.04,001.01%) that this behavior will not be tolerated.” |
