Amber Road Publishes a Letter to Stockholders
2018年12月21日 - 6:30AM
ビジネスワイヤ(英語)
Amber Road, Inc. (NYSE: AMBR), a leading provider of global
trade management (GTM) solutions, today published a letter to
stockholders reaffirming the Board of Directors’ confidence in the
Company’s business potential and long-term growth strategy.
The full text of the letter can be viewed below:
Dear Stockholders,
Amber Road’s Board of Directors (the “Board”) received a letter
from an activist stockholder, Altai Capital LLC (“Altai”), dated
December 17, 2018, wherein Altai demands that the Board begin a
process to sell Amber Road, preferably to E2open, another company
in which it holds an equity stake. The letter makes self-interested
and short-sighted claims of poor performance, excessive executive
compensation and an unwillingness by the Board to consider
strategic alternatives. Altai’s rationale is skewed to support
their demand, and in doing so, omits critical information and
misleads stockholders.
We cannot overlook Altai’s claim that the Board has failed to
consider strategic alternatives to Amber Road’s core business plan.
This is wholly incorrect and warrants a clear response. The Board
is committed to creating value for all Amber Road stockholders and
regularly reviews strategic priorities and opportunities. We
continually meet with stockholders and consider their opinions on
the direction of the business. We have had and will continue to
have extensive conversations with interested parties and
third-party advisors to explore changes in or additions to our
strategic plan. We are open to productive, credible and attractive
ideas our stockholders and other interested parties may have to
enhance stockholder value.
The Board weighs these ideas, opinions and demands in light of
the fact that our management team has built an industry-leading
global trade management (GTM) software company that it believes
will grow and reward investors over the long-term. Amber Road is
well-positioned financially to execute in a marketplace that is
challenged by the increasing complexity and velocity of change in
global trade, driven by trade wars, BREXIT and new and
ever-changing trade alliances and agreements. Financially, Amber
Road is growing very efficiently, with a high-percentage of each
new dollar of revenue falling to Adjusted EBITDA and cash flow from
operations. In the most recent fiscal quarter, Amber Road produced
Adjusted EBITDA margins of approximately 11%, and through the first
nine months of 2018, it generated $4.9 million in operating cash
flow. A reconciliation of GAAP net loss to Adjusted EBITDA has been
posted to the Investor Relations section of our website.
We appreciate our investor base and do not take for granted the
trust you have placed in us to create long-term value. We look
forward to discussing our detailed plans for Amber Road over the
coming months.
Sincerely,
The Amber Road Board of Directors
Barry Williams, James Preuninger, Ralph Faison, Pamela Craven
and Rudy Howard
About Amber Road
Amber Road’s (NYSE: AMBR) mission is to dramatically transform
the way companies conduct global trade. As a leading provider of
cloud-based global trade management (GTM) software, trade content
and training, we help companies all over the world create value
through their global supply chain by improving margins, achieving
greater agility and lowering risk. We do this by creating a digital
model of the global supply chain that enables collaboration between
buyers, sellers and logistics companies. We replace manual and
outdated processes with comprehensive automation for global trade
activities, including sourcing, supplier management, production
tracking, transportation management, supply chain visibility,
import and export compliance, and duty management. We provide rich
data analytics to uncover areas for optimization and deliver a
platform that is responsive and flexible to adapt to the
ever-changing nature of global trade.
Cautionary Language Concerning Forward-Looking
StatementsThis press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements are not historical
facts, but instead represent only our current expectations and
beliefs, and therefore, contain risks and uncertainties about
future events or our future financial performance, including, but
not limited to, achieving revenue from bookings, closing business
from the sales pipeline, new customer deployments and maintaining
these relationships, the ability to reduce operating losses and use
of cash, and attaining profitability. In some cases, you can
identify forward-looking statements by terminology such as “may,”
“will,” “could,” “should,” “expect,” “intend,” “plan,”
“anticipate,” “believe,” “estimate,” “predict,” “potential,” or
“continue,” and similar expressions, whether in the negative or
affirmative. These statements are only predictions and may be
inaccurate. Actual events or results may differ materially. In
evaluating these statements, you should specifically consider
various factors, including the risks outlined in our filings with
the Securities and Exchange Commission (SEC), including, without
limitation, our annual, periodic and current SEC reports. These
factors may cause our actual results to differ materially from any
forward-looking statement. Although we believe that the
expectations reflected in the forward-looking statements are
reasonable, our future results, levels of activity, performance or
achievements may differ from our expectations. Other than as
required by law, we do not undertake to update any of the
forward-looking statements after the date of this press release,
even though our situation may change in the future.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20181220005902/en/
Investor Relations Contact:Staci Mortenson,
ICR201-806-3663InvestorRelations@AmberRoad.comMedia
Contact:Phil Denning,
ICR646-277-1258Phil.Denning@ICRinc.comAnnika Helmrich, Amber Road,
US & Canada201-806-3656AnnikaHelmrich@AmberRoad.comMartijn van
Gils, Amber Road, Europe & Asia+31
858769534MartijnvanGils@AmberRoad.com
AMBER ROAD, INC. (NYSE:AMBR)
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AMBER ROAD, INC. (NYSE:AMBR)
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