Las Vegas discount ticketing company Tix Corp. has reached a resolution with investment firm Baker Street Capital, L.P. that will place three Baker Street-chosen directors on the Tix board of directors, following a public fight between the two companies over Tix Corp.’s performance.
Tix Corp. is expanding its board from five members to eight to add the three Baker Street designees, and Baker Street withdrew its slate of five directors it was going to nominate at Tix Corp.’s upcoming annual meeting. Tix Corp. also agreed not to recommend any further expansion of the board through at least 2015.
Baker Street, which owns about 22 percent of Tix Corp. stock, sought changes to the board because it was not happy with how the company was performing, and wanted to ensure that the company maximized the sale price of any potential buyout offer Tix Corp. might receive. Tix Corp.’s stock, which trades under the symbol TIXC on the OTCQX Capital Market, or “pink sheets,” after it was delisted from the NASDAQ in the fall of 2010 for trading under $1 per share.
As of 11 a.m. EDT today, August 15, the stock was trading at $1.89 per share. The date of the Tix Corp. annual meeting has not yet been announced.
Under the agreement, Tix Corp. CEO Mitch Francis will also begin receiving incentive bonuses through 2014 based on Tix Corp.’s “annual consolidated free cash flow per share,” according to the company.
The fight between Tix Corp. and Baker Street turned nasty during the spring and summer with both sides claiming the other was essentially incompetent or did not have the company’s best interest at heart.
Baker Street is developing a reputation for aggressively investing in small public companies in entertainment and other sectors. In addition to its holdings in Tix Corp., Baker Street also reportedly owns 15 percent of Hollywood Media Corp., 16 percent of leather outerwear maker Danier and 10 percent of Canadian eye glass company Unilens Vision.
Tix Corp. has tried a lot of various acquisitions and other remedies to improve its fortunes over the past few years, but the company has continued to struggle, leading to the sale of some assets. Baker Street said Tix Corp. had lost about $54 million since 2007 and often made strategic moves at the wrong times.
“We are pleased that this matter has been resolved and look forward to working productively with the new members of our Board,” Francis said in a statement. “We believe the agreed upon resolution of the election contest is in the best interest of the Company and our stockholders. We now look forward to resuming our focus on the business of the Company and devoting our full attention to the implementation of our strategic plan and delivering value to stockholders.”
Baker Street designated its chief investment officer and founding partner Vadim Perelman to the board, along with Kenneth Traub and Mark Stolper, and Perelman echoed Francis’ conciliatory sentiments.
“We are pleased to have reached an amicable resolution with Tix and with the appointment of three of our highly-qualified designees to the Tix Board. Ken Traub, Mark Stolper and I are committed to working diligently with the management team and our fellow Board members towards our shared goal of maximizing value for all stockholders.”