NEW YORK--(BUSINESS WIRE)--Elliott Management Corporation (“Elliott”) today issued a public statement regarding Riverbed Technology (NASDAQ:RVBD).
“Riverbed’s announcement today sends a clear message to shareholders: We don’t care what you think. Almost four months ago, shareholders clearly and convincingly voted for meaningful change at Riverbed by voting off the only Board member up for re-election and voting against the company’s compensation plan. The larger message behind this vote was clear: It was a resounding rejection of Riverbed’s refusal to engage with interested buyers and its decision to entrench by adopting a poison pill.
Going against every modern principle of shareholder engagement and good corporate governance, Riverbed’s Board has decided to ignore the wishes of shareholders on every count. The Board didn’t just ignore the larger message to stop entrenching and engage. It even decided to keep the Board member that was voted off, failed to articulate any meaningful changes to the compensation plan, and chose to keep its poison pill. Above all, the Board continues to ignore serious acquisition interest even after the company publicly admitted that it will miss its “10% growth plan” by a wide margin.
Elliott has worked collaboratively with numerous boards throughout our 37-year history, but we have never seen a board so completely ignore shareholders in this blatant a fashion. We have tried to engage with this Board, and our cash offer of $21 per share for Riverbed still stands. However, the Board’s decision today indicates that these directors are simply not interested in working with shareholders constructively. As one of the company’s largest shareholders, we intend to remain fully engaged, and we will continue to work toward a value-maximizing outcome.”
Cautionary Statement Regarding Forward-Looking Statements
The information herein contains “forward-looking statements.” 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,” “targets,” “forecasts,” “seeks,” “could,” “should” or the negative of such terms or other variations on such terms or comparable terminology. Similarly, statements that describe our objectives, plans or goals are forward-looking. Our forward-looking statements are based on our current intent, belief, expectations, estimates and projections regarding the Company and projections regarding the industry in which it operates. These statements are not guarantees of future performance and involve risks, uncertainties, assumptions and other factors that are difficult to predict and that could cause actual results to differ materially. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results and actual results may vary materially from what is expressed in or indicated by the forward-looking statements.
About Elliott Management Corporation
Elliott Management Corporation manages two multi-strategy hedge funds which combined have more than $24 billion of assets under management. Its flagship fund, Elliott Associates, L.P., was founded in 1977, making it one of the oldest hedge funds under continuous management. The Elliott funds' investors include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and employees of the firm.