DALLAS, June 21 /PRNewswire-FirstCall/ -- Blockbuster
Inc. (NYSE: BBI, BBI.B) today welcomed the recommendation from two
additional prominent independent proxy advisory firms – Proxy
Governance, Inc. and Egan-Jones Proxy Services – that stockholders
vote for the Company's slate of director nominees on the WHITE
proxy card for the 2010 annual stockholders' meeting to be held on
Thursday, June 24, 2010. Both
firms also recommended that stockholders vote "For" each of the
Company's other proposals.
In its analysis, Proxy Governance stated:
- "Meyer's strengths are less relevant to the company's needs at
this time. In comparison, the company and shareholders are more
likely to benefit from Fernandes' experience on corporate boards
and publicly traded companies, where he has had a richer experience
in evaluating the various alternatives for first stabilizing and
then growing the company. Furthermore, based on publicly documented
contacts between the dissident and the company from February until
late April of this year, it appears that Meyer is unlikely to play
well with others even if he were to be awarded a seat on the board.
His presence would be a distraction at a time when the board cannot
afford it."
- "Given the numerous challenges faced by the company in its
ongoing efforts to stave off bankruptcy, we agree that shareholders
would be better served by a director with the type and depth of
skills and experience that Fernandes offers. Also, while the
dissident raised some thoughtful questions, upon further analysis,
we found his arguments to be insufficient and unpersuasive.
Moreover, given the current circumstances, we believe that the
dissident is likely to represent an unnecessary distraction, which
the board can ill afford."
Further, in its analysis, Egan-Jones commented:
- "We believe that our support for the management ballot is
merited and that voting the management ballot is in the best
interest of the Company and its shareholders. In arriving at
that conclusion, we have considered the following factors:
(1) Our belief that Gregory S.
Meyer (the proponent) has provided no plan or any
alternative strategic course or specific proposal that persuades us
he would generate greater value for the shareholders. (2) We
are not convinced that the election of Mr. Meyer to the Company's
board of directors would work to the benefit of the
shareholders."
The Company also noted that it believes that RiskMetrics Group
(ISS) reached the wrong conclusion in its recommendation regarding
dissident Gregory Meyer's proxy
contest to replace Gary Fernandes on
the Company's Board of Directors. RiskMetrics' analysis gave
scant mention to the paramount role Mr. Fernandes plays in the
Company's current recapitalization efforts. In addition,
RiskMetrics explicitly stated that in making its determination, it
did not require that Mr. Meyer provide a plan of action for
Blockbuster's future, more or less making a determination that his
ideas – previously determined to be unworkable by highly qualified,
reputable independent legal and financial advisors – were
preferable to the Company's existing plans.
Jim Keyes, the Company's Chairman
and Chief Executive Officer, stated, "We are of the strongly held
view that the election of Mr. Meyer, coupled with the loss of Mr.
Fernandes, would be disruptive to the Company and detrimental to
our stockholders, and are extremely pleased that Proxy Governance
and Egan-Jones have recognized
this. We are disappointed that RiskMetrics appears to have
seriously missed the mark in its analysis."
Blockbuster strongly encourages its stockholders to support the
Company by voting the WHITE proxy card and discarding any Gold
proxy card provided by Gregory
Meyer. Even if a vote on a Gold proxy card has
previously been cast, it is not too late to change that vote by
voting a WHITE proxy card as only the latest dated proxy card will
be counted.
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If you have any
questions on how to vote your shares,
please call our
proxy solicitor:
MORROW
&
CO.,
LLC AT
(800) 607-0088
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Company Statement
Stockholders are urged to read Blockbuster's definitive proxy
statement because it contains important information regarding
Blockbuster's annual meeting of stockholders to be held on
June 24, 2010. Stockholders and
other interested parties may obtain, free of charge, copies of the
proxy statement, and any other documents filed by Blockbuster with
the SEC, at the SEC's Internet website at http://www.sec.gov/.
The proxy statement and these other documents may also be
obtained free of charge by contacting Morrow & Co., Inc., the
firm assisting Blockbuster in the solicitation of proxies,
toll-free at 1-800-607-0088.
Blockbuster and certain of its directors and executive officers
may, under the rules of the SEC, be deemed to be "participants" in
the solicitation of proxies from Blockbuster's stockholders in
respect of the 2010 annual meeting of stockholders.
Information regarding the interests of such persons,
including such persons' beneficial ownership of Blockbuster common
stock is set forth in Blockbuster's definitive proxy statement,
filed with the SEC on May 21, 2010,
with respect to the 2010 annual meeting of stockholders.
Note: Permission to use quotations from Proxy Governance,
Inc. and Egan-Jones Proxy Services was neither sought nor
obtained.
Forward Looking Statements
This press release contains "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934.
Forward-looking statements may also be included from time to time
in our other public filings, press releases, our website and oral
and written presentations by management. Specific forward-looking
statements can be identified by the fact that they do not relate
strictly to historical or current facts and include, without
limitation, words such as "may," "will," "expects," "believes,"
"anticipates," "plans," "estimates," "projects," "predicts,"
"targets," "seeks," "could," "intends," "foresees" or the negative
of such terms or other variations on such terms or comparable
terminology. Similarly, statements that describe our strategies,
initiatives, objectives, plans or goals are forward-looking. These
forward-looking statements are based on management's current
intent, belief, expectations, estimates and projections. These
statements are not guarantees of future performance and involve
risks, uncertainties, assumptions and other factors that are
difficult to predict. Therefore, actual results may vary materially
from what is expressed in or indicated by the forward-looking
statements. The risk factors set forth under "Item 1A. Risk
Factors" in our Annual Reports on Form 10-K and other matters
discussed from time to time in our filings with the Securities and
Exchange Commission, including the "Disclosure Regarding
Forward-Looking Information" and "Risk Factors" sections of our
Quarterly Reports on Form 10-Q, among others, could affect future
results, causing these results to differ materially from those
expressed in our forward-looking statements. In the event that the
risks disclosed in our public filings cause results to differ
materially from those expressed in our forward-looking statements,
our business, financial condition, results of operations or
liquidity could be materially adversely affected and investors in
our securities could lose part or all of their investments.
Accordingly, our investors are cautioned not to place undue
reliance on these forward-looking statements because, while we
believe the assumptions on which the forward-looking statements are
based are reasonable, there can be no assurance that these
forward-looking statements will prove to be accurate. Further, the
forward-looking statements included in this release and those
included from time to time in our other public filings, press
releases, our website and oral and written presentations by
management are only made as of the respective dates thereof. Except
as otherwise required by law, we undertake no obligation to update
publicly any forward-looking statement in this release or in other
documents, our website or oral statements for any reason, even if
new information becomes available or other events occur in the
future.
About Blockbuster Inc.
Blockbuster Inc. is a leading global provider of rental and
retail movie and game entertainment. The company provides customers
with convenient access to media entertainment anywhere, any way
they want it - whether in-store, by-mail, through vending kiosks or
digitally to their homes and mobile devices. With a highly
recognized brand and a library of more than 125,000 movie and game
titles, Blockbuster leverages its multichannel presence to serve
nearly 47 million global customers annually. The company may be
accessed worldwide at www.blockbuster.com.
SOURCE Blockbuster Inc.