TORONTO, ONTARIO--(Marketwire - July 30, 2012) - The Nominees for Positive Change at IDC ("New Board") are pleased to announce that we have deposited and received receipts for validly completed BLUE proxies totaling an aggregate of 23,035,633 common shares of International Datacasting Corporation (TSX:IDC) with the Company's transfer agent. This represents an incredible 38% of IDC's currently outstanding shares. By comparison, only 10,760,423 shares were voted for the management slate at the Company's 2011 Annual Meeting last year. Members and supporters of the Positive Change team are also expected to attend the Company's annual general meeting to be held tomorrow, July 31, 2012.
By all accounts this tally represents a clear majority of the shares to be voted at the contested July 31 shareholders' meeting, a significant majority of the total number of individual shareholder accounts of the Company, and an overwhelming majority of the outside public shareholders of the Company excluding shares held by current insiders. This result was achieved on a budget of less than 5% of the funds spent by an entrenched IDC's management to oppose the Nominees for Positive Change. It represents a resounding victory for the public shareholders of IDC.
The New Board today challenged the management insiders to publicly release their total WHITE proxy vote count as the New Board has done. If the Incumbents have received as we believe less than the number received by the Nominees for Positive Change, we urge the Incumbents to immediately begin the transition to the New Board at the annual meeting without further delay, without obstruction, and without further squandering shareholder funds on efforts to maintain their position that are clearly not supported at all by the Company's public investors.
"The time for this type of maneuvering and backroom dealing is over," said Adam Adamou, IDC director and Nominee for Positive Change. "The BLUE slate has received overwhelming support from hundreds of IDC shareholders nation-wide and internationally. The WHITE proxy is supported primarily by insiders and a very small number of risk averse shareholders who prefer a slow-to-no growth strategy for IDC. Public investors have voted in unprecedented numbers in support of our team, our commitment to execution, and our pro-growth strategy focused on operational excellence at IDC alongside an accretive platform based acquisition strategy. It is time for us to move on and to focus our energies constructively on growth in revenue, cash flow and market share, and not on internal dysfunction and on in-fighting designed to entrench vested interests against the will of our shareholders," added Adamou.
In a recent letter to the Company, the Nominees for Positive Change formally requested that an independent Chairman be elected for the Annual & General Meeting of the shareholders on July 31, 2012 to ensure a fair and impartial annual shareholders meeting. They provided the Company with ample opportunity to find and designate an independent chair for the meeting. They also suggested Rick Clements, IDC's current Chief Financial Officer and Corporate Secretary, as an impartial candidate to serve in this role for this contested meeting with the consent of all shareholders absent another suitable independent candidate proposed by management.
The New Board continues to be concerned that management intends to continue using spurious tactics in their attempt to retain control of the Company against the clearly expressed wishes of a substantial majority of its public shareholders. Against the backdrop of its costly and failed proxy solicitation efforts, the IDC board appears to have rejected an independent chairperson for the meeting based on board maneuverings this weekend. These included a hastily arranged board meeting called by IDC President & CEO Fred Godard at 10:00am on Sunday, July 29th solely for the purpose of electing incumbent director Del Lippert as Chairman of the Board, and ratifying unspecified past and future spending and other authorizations, without discussion or debate, on the eve of the annual meeting. The Company has not had a duly appointed Chairman since the resignation of Jim Hall as Chairman and director on June 5, 2012 which helped trigger the dissident shareholder movement.
"To our knowledge Mr. Lippert has never served as a Chairman of the Board of any public company, has never acted as a Chair at an annual meeting, and most importantly from our perspective in terms of the question of independence, has actively solicited shareholders to return WHITE proxies," commented Adamou.
The New Board looks forward to the meeting of shareholders to be held at the Holiday Inn & Suites, 101 Kanata Ave., Ottawa, Ontario at 11:00 a.m. (Eastern Time). We expect the transition to a new board of directors comprised of the Nominees for Positive Change to be approved and take place at the meeting, and we will be reporting on meeting results thereafter, following our meeting with management to implement the board transition.