Camac Partners, owners of a 6.3% stake in Libsyn, says “much-needed change” is needed for the podcast hosting company. Despite rising revenue, Camac is critical of several financial moves made in recent months and the private investment firm headed by Eric Shahinian is pushing for a special shareholder meeting where it proposes an entirely new board be installed.
“It is long-past time for meaningful improvements at Libsyn,” said Shahinian, whose firm has been a Libsyn shareholder since 2017. He says the current board and management team have “consistently lined their own pockets” at the expense of stockholders.
In March, Libsyn signed contract extensions with CEO Chris Spencer and CFO John Busshaus. Neither men received increases in their base salaries, but they’ll be eligible for a pair of bonuses. According to filings with the Securities and Exchange Commission, Spencer will be eligible to receive an $800,000 bonus and Busshouse will be eligible for a $700,000 bonus, which is double each of their base salaries. They’ll be eligible for another bonus when their new contracts expire in 2023 totaling whatever twice their base salary is at that time. Spencer and Busshaus are also eligible to receive up to 1.25 million shares of stock apiece if the company hits certain milestones.
“From outsized executive pay, to massive stockholder dilution to poor capital allocation, there is simply no excuse for the current state of Libsyn,” Shahinian said in a statement. “Recent actions by the board and management to further increase their own compensation and continue to dilute stockholders will not be tolerated. We are committed to improving Libsyn for the benefit of all stockholders.”
Shahinian and his firm own about 1.8 million shares of Libsyn. In order to get the special meeting he desires, Shahinian will need to win over other shareholders since it will take the support of at least 25% of stock owners to call the meeting. If that happens, Shahinian said he then intends to make several proposals to be voted on at the meeting. They include a proposal to remove Libsyn’s four existing board members and replace them with what he calls “five highly qualified, independent” nominees. Shahinian says the group would bring “needed discipline” to Libsyn and an “unwavering commitment to stockholder value.”
The five nominees Shahinian has proposed be seated on Libsyn’s board include himself, Univision Director of Corporate Financial Planning and Analysis Simeon McMillan, Anbaric Audio CEO Adam Pincus, Magis Capital Partners Chief Investment Officer Michael Cricenti, and Palm Active Partners managing director Brad Tirpak.
“We strongly caution Libsyn and its board of directors against taking any actions that might interfere with the will of stockholders or otherwise prevent stockholders from having a say in the future of their company,” Shahinian said. “We will do everything necessary to ensure that stockholders—the true owners of Libsyn—have the opportunity to fully and fairly consider our proposals.”
Shares of Liberated Syndication—Libsyn’s full name—dropped 4% in early trading on Monday before recovering at midday.
Shahinian’s attack on management comes despite Libsyn reporting its revenue more than doubled last year, topping $22 million—a 108% increase over the $10 million reported by the podcast hosting company in 2017. Libsyn credited not only a greater number of podcasts on its platform, but also more customers using its corporate-targeted LibsynPro service for helping to offset a 22% decrease in advertising revenue.
“Management believes that over the next 12 months growth in the podcasting industry and Libsyn’s market leadership will continue to fuel expansion of the Libsyn network and revenue,” the Pittsburgh-based company said in a filing with the SEC in March.