Business
Tix Corporation Announces Resolution Of Election Contest With Baker Street Capital
Tix Corporation Announces Resolution Of Election Contest With Baker Street Capital.
About this update from Tix Corporation
[{"type":"text","content":"STUDIO CITY, CA, July 27, 2011 - Tix Corporation (the “Company” or “Tix”) (OTCQX: TIXC), a leading entertainment company providing discount ticketing services and branded event merchandising, today announced that it has reached an agreement with stockholder Baker Street Capital, L.P. Under the terms of the agreement, Tix has expanded its Board of Directors from five to eight directors and has appointed three designees selected by Baker Street (Vadim Perelman, Kenneth H. Traub and Mark D. Stolper) to the Board. The size of the Board will not exceed eight directors prior to the 2015 Annual Meeting of Stockholders. Tix has also agreed to nominate and recommend the same three designees for election to the Board at the 2011 Annual Meeting of Stockholders. Baker Street has also withdrawn its separate nomination of five candidates for election to the Board of Directors, but will have a right to designate up to three nominees for election to the Board at each of the 2012, 2013 and 2014 Annual Meetings of Stockholders, provided it maintains certain minimum stock ownership levels. Baker Street has agreed to vote in favor of all the directors nominated by the Board at each Annual Meeting of Stockholders through 2015. Baker Street will be subject to certain standstill restrictions through the date immediately following the 2015 Annual Meeting of Stockholders. Baker Street and Tix have also agreed to mutual releases of claims. In connection with the foregoing, Baker Street requested and the Company and the Company’s chief executive officer, Mitch Francis agreed to extend and amend the terms of the employment agreement between the Company and Mr. Francis, such that he receive an incentive bonus each year through 2014 based upon the Company’s annual consolidated free cash flow per share. “We are pleased that this matter has been resolved and look forward to working productively with the new members of our Board,” stated Mr. Francis. “We believe the agreed upon resolution of the election contest is in the best interest of the Company and our stockholders. We now look forward to resuming our focus on the business of the Company and devoting our full attention to the implementation of our strat...