ZimCal Responds to Personal Attacks by Medallion Financial Corp.
16 Maggio 2024 - 2:00PM
Business Wire
- ZimCal issues cease and desist letter to Medallion Financial
Corp. and demands correction of recent false and misleading
statements.
- ZimCal believes recent characterizations by Medallion is
further proof that change is desperately needed.
- ZimCal has been strongly encouraged by support from independent
stockholders since launch of its campaign to improve Medallion
Financial Corp.
ZimCal Asset Management, LLC and its affiliates BIMIZCI Fund
LLC, Warnke Investments LLC and Stephen Hodges (collectively
“ZimCal”) were recently the target of untruthful attacks by
Medallion Financial Corp. (“Medallion”). In a transparent attempt
to gain an unfair advantage in the proxy contest and harm ZimCal,
Medallion included false and defamatory statements in its
solicitation material concerning discussions between ZimCal and
Medallion about the possibility of Medallion purchasing preferred
trust securities (essentially subordinated debt) from ZimCal.
Those statements, which Medallion knew to be false and
misleading when it filed the solicitation material, violate
Section 14(a) of the Securities Exchange Act (“Section 14(a)”) and
constitute defamation under applicable state law. To that end,
ZimCal has demanded that Medallion promptly withdraw the
solicitation material and issue a corrected Form DEFA14A addressing
the falsehoods. ZimCal’s position is supported by unequivocal
emails to the Company, that clearly show that its primary desire
was to remain invested in Medallion. In fact, Medallion
approached ZimCal about a payoff as the email records clearly
shows. In all communication, ZimCal repeatedly stated that
Medallion had tremendous potential and that it could be worth
considerably more with improved governance, leadership and
strategy. ZimCal also consistently advocated for a
collaborative approach with Medallion.
View ZimCal’s full letter to Medallion here. Or at
www.restoretheshine.com/materials. A copy of the letter will also
be filed with the Securities and Exchange Commission.
While it is unfortunate that Medallion has chosen to personally
attack ZimCal’s nominees rather than engage in a productive
discussion of issues concerning all stockholders, it is no
surprise. The SEC is seeking an order permanently barring Andrew
Murstein from acting as an officer or director of any public
company and requiring him to pay civil monetary penalties.
ZimCal has repeatedly demanded that the Board engage an outside law
firm and conduct an independent investigation of the facts and
circumstances leading to the SEC’s complaint; ZimCal thinks that a
responsible Board would have already done so as a matter of course
in order to protect the interests of all stockholders. In our
opinion, the Board, whose members include Mr. Murstein’s father and
father-in-law, has clearly decided that its most important mission
is to protect Andrew Murstein regardless of what the facts may be.
It seems apparent to us that Mr. Murstein views our nominees as an
existential threat to the cozy relationships that have prevented an
independent investigation into his actions and will engage in
personal attacks, vague insinuations, half-truths and falsehoods to
protect his personal position. We fully expect Mr. Murstein to
continue to try and muddy the waters and distract stockholders from
the real issues at hand.
Visit www.restoretheshine.com/nominees to learn about our highly
qualified nominees.
Vote for our two exceptional candidates by voting online or via
mail using the WHITE proxy card. Even if you have already voted,
you can still vote for our candidates and only your most recent
vote will count. Full instructions can be found at
www.restoretheshine.com/vote.
Visit www.restoretheshine.com to get important details and to
sign up for updates.
About ZimCal Asset Management, LLC
ZimCal Asset Management is an alternative investment firm
focused primarily on niche, illiquid and complex credit investment
opportunities.
ZimCal Asset Management partners with both healthy and
distressed borrowers or issuers and provides customized solutions
that meet their unique needs and circumstances. Over the last 15
years, the founder of ZimCal Asset Management has developed a
specialization investing in FDIC-insured institutions and has
partnered with over 120 bank lenders through investments on both
sides of the balance sheet.
ZimCal usually works in collaboration with bank leadership teams
if required, but on very rare occasions, must insert itself more
forcefully if it believes that leadership is underwhelming and
threatens to undermine stakeholder investments. ZimCal prides
itself on performing extensive, rigorous financial analysis and
research to fully understand the risks of any investment.
Solicitation Information
Stockholders are urged to read ZimCal’s definitive proxy
statement and WHITE proxy card because they contain important
information about the ZimCal nominees and related matters.
Shareholders may obtain a free copy of the definitive proxy
statement and WHITE proxy card and other documents filed by ZimCal
on the web site of the Securities and Exchange Commission (SEC) at
www.sec.gov. Shareholders can also access the ZimCal’s SEC filing
directly here. Shareholders may also direct a request to ZimCal’s
proxy solicitor, Saratoga, 520 8th Avenue, 14th Floor, New York, NY
10018 (shareholders can e-mail at info@saratogaproxy.com or call
toll-free at (888) 368-0379).
Participants in
Solicitation
The identity of the participants in the solicitation and a
description of their direct or indirect interests, by security
holdings or otherwise is contained in ZimCal’s definitive proxy
statement filed with the SEC on April 26, 2024.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240516032863/en/
nicole@nh-consult.com
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