Press release
Comtech Comments on ISS Report
Highlights value-destructive conflict of interest presented by Sidney Fuchs, as well as significant risk to shareholder value by supporting a hedge fund with
About this update from Comtech Telecommunications Corp.
[{"type":"text","content":"\nHighlights value-destructive conflict of interest presented by Sidney Fuchs, as well as significant risk to shareholder value by supporting a hedge fund with incentives that are not aligned with other shareholders\n\nNotes ISS’s lack of support for Outerbridge’s unqualified candidate Wendi Carpenter\n\nUrges shareholders to vote “FOR” both of Comtech’s superior director nominees on the BLUE proxy card\n\n MELVILLE, N.Y.--(BUSINESS WIRE)--\nDecember 7, 2021-- Comtech Telecommunications Corp. (NASDAQ: CMTL), a leading global provider of next-generation 911 emergency systems and secure wireless communications technologies, today issued a statement in response to a report by Institutional Shareholder Services (“ISS”) regarding the election of directors to Comtech’s Board of Directors at the Company’s upcoming 2021 Annual Meeting of Stockholders:\n\nISS correctly recognizes the transformative actions Comtech’s Board and management have taken to strengthen corporate governance and strategically reposition the company to capitalize on secular growth opportunities. These actions include executing a multi-year Board refreshment process, completing a leadership succession plan, and developing an industry-leading portfolio of products and services in rapidly growing core markets. ISS also noted the strength of our incoming CEO’s knowledge of the industry and that the Board’s leadership change has put the company on a better trajectory poised to take advantage of sector tailwinds.\n\nWhere ISS misses the mark, however, is in its failure to attribute Comtech’s recent success to these critical actions, which Comtech’s current Board and management team have been implementing for the past five years. Over this period, Comtech has created clear value for shareholders, delivering five-year total shareholder returns of 126.7% – exceeding the S&P 600 (99.7%), the NASDAQ Telecommunications Index (87.5%), and the appropriate peer set (36.7%).1 By contrast, Outerbridge’s only proven track record is trading its common stock and many short-term stock options in Comtech and Barnes & Noble Education at prices favorable to itself while creating volatility for long-term shareholders.\n\nWe believe ISS gravely underestimates the damage that would be done if Sidney Fuchs were to join the Comtech Board. ISS mistakenly dismisses Fuchs’ material conflict of in...