Jimlur re IDCC’s Board of Directors
First let me make it clear that I am just a schoolteacher, as others have previously pointed out. I certainly do not have the credentials, the qualifications, or the impressive resume to be on the Board of Directors of a public corporation. Therefore I have no delusions or personal aspirations whatsoever of trying to get myself elected to IDCC’s BoD. That confession should definitely allow everyone to breath a collective sigh of relief.
However, I certainly may support qualified shareholder-backed alternative candidates, if it comes down to that. The SEC is seriously considering changing some of its rules to allow shareholders or shareholder groups to back and get their choices for directors put on the official proxy ballot. The proposed change would allow placing a candidate on the proxy for director if 5% of the existing shares officially endorse that particular candidate for inclusion on the proxy. To my knowledge, these proposed SEC changes have not been finalized yet.
It is becoming clearer to me that the best way to affect positive and needed changes at IDCC is to replace the existing outside directors with better ones, who will be more responsive and accountable to the outside shareholders. An ideal candidate for director IMO would be one who brings a lot of professionalism, experience, and proven leadership abilities to the table. It would be very helpful if the individual had extensive and important Wall Street, financial, and political connections. It would really be icing on the cake if the individual were also an existing large shareholder in IDCC, having the necessary perspective of an outside shareholder. The following brief resume from a repost is one that I really like, and believe this individual would stand an excellent chance of being elected to IDCC’s BoD:
Posted by: rmarchma
In reply to: Dishfan who wrote msg# 32559
Date:6/13/2003 2:47:26 PM
Post # of 42952
Dishfan clarification re Mr. Espy
He has owned stock in IDCC since 1997, he is not a recent owner and "corporate raider" as you are trying to suggest. Part of his biography from one of his emails to the BOD in January '03 as follows:
..."I reside in Atlanta, am a native of Savannah, and was educated at The Lawrenceville School (New Jersey) and UNC. I am managing partner and founder of a real estate investment banking firm and have been an active investor in corporate securities for years. I was vice-chairman of the National Finance Committee for the Forbes 2000 Campaign, where Steve, of course, was seeking the Republican nomination for President; I am a trustee of the University of Georgia, where I was formerly chairman of the Development Committee, have been a long time active alumnus of UNC and Lawrenceville, where in the latter case I was a trustee and chairman of the National Gifts Committee of the then largest development campaign in American secondary school history; and have previously been a director of a public company. I have been an owner of InterDigital since 1997 and I have invested more money and comfortably own more common shares than the collective total of the independent members of our Board, based upon the latest disclosure of such from the proxy statement of 4/29/02."
Mr. Espy is very connected to some of the largest retail investment houses. Several of these large institutions cited significant ongoing insider selling as a major reason why they would not consider covering IDCC. Another excerpt from the above email as follows:
..."I do know for a fact that in a number of cases this selling by so may of our senior executives has given the company a very negative prospective from the Wall Street Community. At a minimum, this selling has given the appearance of an 'immaturity' by our management".
As many are aware, Mr.Espy is also vehemently against the excessive use of stock options, warrants, and restricted shares. I think most are aware of his views on corporate governance issues as well. I asked Mr. Espy in early March, when it was apparent that we weren’t making any headway with IDCC’s existing outside directors responding to our shareholder concerns, if he would consider being an IDCC director. At that time he said that he was just way too busy for the amount of time that being an involved IDCC director would entail. I don’t know if his circumstances have changed, and if he would possibly reconsider. But we desperately need people like Mr. Espy, with his type of credentials and perspectives, on IDCC’s BoD. From another recent repost of mine:
Posted by: rmarchma
In reply to: Dishfan who wrote msg# 41325
Date:8/17/2003 4:28:15 PM
Post # of 42952
Dishfan "people say I'm a dreamer, but I'm not the only one"
Of course, John Lennon was referring to world peace in the above quote. Myself and others are dreaming of a day when IDCC has top-notch capable leadership. As for it taking so long to affect possible changes at IDCC as you suggest, have you not been keeping up with the SEC proposed changes to make it easier for shareholders to put names on the proxy ballot for the director elections? Two of IDCC's four outside directors, Roath and Colson, come up for reelection in 2004. What if there are two other opposing names that have shareholder-backing to choose from on the 2004 proxy? Campagna and Clontz come up for reelection in 2005. Is it not possible that changes might be affected much quicker than your lengthy timetable scenario?
AI
