Latest news with #proxyadvisory
Associated Press
a day ago
- Business
- Associated Press
Allied Gaming & Entertainment Urges Stockholders to Take Caution Against Misleading and Factually Incorrect Statements Issued by Knighted Pastures Regarding ISS Report
NEW YORK--(BUSINESS WIRE)--Jul 26, 2025-- Allied Gaming & Entertainment, Inc. (NASDAQ: AGAE) (the 'Company', 'AGAE' or 'Allied'), a global experiential entertainment company, announced today that a leading independent proxy advisory firm, Institutional Shareholder Services Inc. ('ISS'), has recommended withhold votes on five of the six director candidates that Knighted Pastures, LLC ('Knighted' or the 'dissident') has proposed at AGAE's upcoming combined 2024/2025 Annual Meeting on August 4, 2025. The Company also urges stockholders to take caution against relying on statements made by Knighted in its press release on the ISS recommendation. Of particular note, Knighted's claim that ISS recommended stockholders to vote for the election of Knighted's Class B director candidates to the Company's Board of Directors is factually incorrect. In fact, ISS recommended that stockholders vote for just one of Knighted's candidates, Roy Choi. Allied has previously offered Roy Choi a Board seat in an attempt to settle the proxy contest and related litigation but Mr. Choi has refused this offer. In addition, ISS recommended stockholders vote against Knighted's proposal to remove Mr. Yangyang Li, AGAE's Chairman of the Board, CEO and President, from the Company's Board of Directors. ISS also recommended stockholders support AGAE's candidate Roy Anderson. Additional findings from the ISS report that AGAE stockholders should consider include: (1) The Allied Gaming Board of Directors has been and remains committed to acting in the best interests of all stockholders and unanimously recommends that stockholders vote 'FOR' all six of AGAE's director nominees standing for election – Jingsheng (Jason) Lu, Guanzhou (Jerry) Qin, Mao Sun, Roy Anderson, Yushi Guo and Chi Zhao – on the WHITE proxy card today. PROTECT YOUR INVESTMENT IN ALLIED GAMING. REJECT ROY CHOI AND HIS NOMINEES BY VOTING THE WHITEPROXY CARD TODAY 'FOR' ALL SIX OF ALLIED GAMING'S NOMINEES, AND 'WITHHOLD' ON THE THREE KNIGHTED NOMINEES WE URGE YOU NOT TO SIGN OR RETURN ANY PROXY CARD OR VOTING INSTRUCTION FORM THAT MAY BE SENT TO YOU BY KNIGHTED. If you have any questions or need assistance in voting your WHITE proxy card, we encourage you to call our proxy advisers, MacKenzie Partners, Inc., Toll-Free at (800) 322-2885 or (212) 929-5500 or by email at [email protected] Advisors Paul Hastings LLP is serving as legal counsel, MacKenzie Partners, Inc. is serving as proxy solicitor and ADDO IR is serving as strategic communications advisor to AGAE. About Allied Gaming & Entertainment Allied Gaming & Entertainment Inc. (Nasdaq: AGAE) is a global experiential entertainment company focused on providing a growing world of gamers and concertgoers with unique experiences through renowned assets, products and services. For more information, visit Forward Looking Statements This press release contains certain forward-looking statements under federal securities laws. Forward-looking statements may include our statements regarding our goals, beliefs, strategies, objectives, plans, including product and service developments, future financial conditions, results or projections or current expectations. In some cases, you can identify forward-looking statements by terminology such as 'may,' 'will,' 'should,' 'expect,' 'plan,' 'anticipate,' 'believe,' 'estimate,' 'predict,' 'potential,' 'intend' or 'continue,' the negative of such terms, or other comparable terminology. Specific forward-looking statements include, but are not limited to, statements regarding our ability to execute on strategic and business plans and drive stockholder value, our projections on Allied Gaming's future financial performance and expense structure and our beliefs on the impact of Knighted director nominations and other actions of Knighted on the performance of the Company. These statements are subject to known and unknown risks, uncertainties, assumptions and other factors, many of which are outside our control, that may cause actual results to be materially different from those contemplated by the forward-looking statements. The inclusion of such information should not be regarded as a representation by us, or any person, that the objectives of Allied Gaming will be achieved. Important factors, among others, that may affect actual results or outcomes include: risks associated with our strategy, future direction or governance; the substantial uncertainties inherent in the acceptance of existing and future products and services; risks associated with our ability to retain key personnel; risks related to our common stock and the listing of our common stock on the Nasdaq Capital Market; risks associated with intellectual property; uncertainty around current and potential litigation and related legal expenses; and general economic, political and market conditions and events. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein and other risk factors discussed from time to time in our filings with the U.S. Securities and Exchange Commission (the 'SEC'), including those factors discussed under the caption 'Risk Factors' in our most recent annual report on Form 10-K, filed with the SEC on June 9, 2025, as well as subsequent reports filed with the SEC. Readers are also urged to carefully review and consider the various disclosures we made in such Annual Report on Form 10-K and in subsequent reports with the SEC. We assume no obligation and do not intend to update these forward-looking statements, except as required by law, to reflect events or circumstances occurring after today's date. View source version on CONTACT: Investor Contact: Addo Investor Relations [email protected] Bob Marese MacKenzie Partners, Inc. 1-800-322-2885 KEYWORD: UNITED STATES NORTH AMERICA NEW YORK INDUSTRY KEYWORD: PROFESSIONAL SERVICES ENTERTAINMENT BUSINESS OTHER ENTERTAINMENT GENERAL ENTERTAINMENT EVENTS/CONCERTS ELECTRONIC GAMES SOURCE: Allied Gaming & Entertainment, Inc. Copyright Business Wire 2025. PUB: 07/26/2025 11:50 AM/DISC: 07/26/2025 11:50 AM
Fox News
11-07-2025
- Business
- Fox News
Proxy voting giants investigated by Missouri AG for misleading clients about their DEI and ESG priorities
FIRST ON FOX: Missouri Attorney General Andrew Bailey launched parallel investigations this week into two of the nation's leading proxy advisory companies, alleging they have abdicated their fiduciary duties and violated state consumer protection laws by misleading consumers about their prioritization of ideology over investor returns. Bailey argued in civil investigative demands sent to Glass Lewis and Institutional Shareholder Services (ISS) that they are violating state consumer protection law by assuring their customers that their proxy voting recommendations are based solely on data and research – and are entirely neutral. But, simultaneously, Bailey argues that publicly available documents from the firms show that their proxy voting recommendations are designed to advance DEI and environmental causes regardless of whether they undermine investor returns. Glass Lewis and ISS are two foreign-owned powerhouses that control roughly 97% of the U.S. proxy advisory market, according to an April report from the House Financial Services Committee. The firms specialize in providing voting recommendations to institutional investors – such as pension funds, retirement systems and mutual funds – on how to vote during corporate shareholder meetings. These votes frequently include decisions related to board member elections, executive compensation, company policies and other proposals. "Missourians deserve answers as to why the unseen power brokers, controlling much of corporate America, are pushing a leftist worldview at the expense of millions of honest investors," Bailey said. "These are foreign-owned actors manipulating the U.S. economy, and we will not let them thrive any longer. We are going after the source. These proxy advisors have held corporate America hostage with their radical ideologies. We are putting them on notice: Missouri will not tolerate ideological coercion disguised as investment guidance." In an enforcement petition Bailey sent to the state circuit court in an effort to compel the companies' compliance with the new probes, the attorney general points to statements on both ISS and Glass Lewis's websites, respectively, that insist they provide "objective and impartial offerings" that are "based on research and data." At the same time, Bailey points to internal company documents, such as a document titled "2025 Benchmark Policy Guidelines" from Glass Lewis, which includes numerous sections on the importance of advancing DEI and ESG causes. "This means that Glass Lewis's statement that it provides 'research and data' that allows its customers to 'make informed investment decisions' is false," Bailey wrote in his enforcement petition against Glass Lewis. Similarly, at ISS, Bailey points to company statements claiming it provides customers with "objective and impartial offerings," while simultaneously producing internal company reports that include commitments to recommending votes in favor of proposals "calling for the reduction of [greenhouse gas] emissions." In addition to allegedly misleading consumers about their company priorities, Bailey is accusing Glass Lewis and ISS of omitting or failing to disclose material information about how it weighs DEI and ESG standards when recommending votes. Bailey's investigation is requesting a range of internal documents and communications to help determine whether Glass Lewis or ISS violated state consumer protection laws through its allegedly misleading claims and lack of transparency. "ISS and Glass Lewis have been harming consumers and misleading institutional investors by promoting a radical political agenda instead of focusing on maximizing returns. By taking legal action against both firms, Attorney General Bailey is doing the right thing and holding them accountable for selfishly prioritizing racist DEI quotas, climate activism, and other outdated ESG nonsense," Will Hild, Executive Director at conservative nonprofit Consumers' Research said in a statement to Fox News Digital. "Such deception is not just financially reckless but also illegal and must be met with consequences," Hild continued. "This necessary investigation will aid in exposing these activist proxy advisors for deliberately ditching fiduciary duty in the name of furthering the ESG scam." Neither Glass Lewis nor ISS responded to repeated requests from Fox News Digital for comment. Earlier this year, Glass Lewis was served with a similar civil investigative demand by Florida's Republican Attorney General. That move followed another similar request for information in 2023 by 21 state attorneys general, including Bailey at the time.
Reuters
13-06-2025
- Business
- Reuters
ISS recommends against six Keisei Electric Railway candidates in fight with Palliser
NEW YORK, June 13 (Reuters) - U.S. proxy advisory firm Institutional Shareholder Services (ISS) on Friday urged Keisei Electric Railway investors to vote against six management board nominees, including the Japanese company's current chief executive officer. ISS's recommendation, which helps guide asset managers' votes on hot button issues, extends support to UK activist Palliser Capital which has been pushing the railway operator for years to reallocate capital and improve governance to boost its share price. The annual meeting date for Keisei, which runs one of the main lines from Narita airport into the center of Tokyo, is scheduled for June 27. Palliser "has made a compelling case that a governance overhaul at Keisei is necessary to restore trust in management," ISS wrote in a report seen by Reuters. The hedge fund has argued that the number of insiders on the company's board have led to a lack of accountability for its underperformance. Now, Palliser wants to block the election of six people and cut the board's size to nine from 15 members, potentially making the board more agile. It is opposing the re-election of four incumbent nominees, including Keisei's president and chief executive officer Toshiya Kobayashi, and two new insiders. Palliser is not targeting Takao Amano who is scheduled take over as CEO from Kobayashi when he transitions to board chair after this year's annual meeting. Earlier in the week, Glass Lewis, another prominent proxy advisory firm, recommended that investors vote against two directors, including Kobayashi, according to a report seen by Reuters.
Bloomberg
21-05-2025
- Business
- Bloomberg
GOP Senators Scrutinize Proxy Advisers Over Potential Conflicts
Republicans on the Senate Banking Committee are probing two top proxy advisory firms over potential political bias and conflicts of interest, in a renewed push to subject the industry to greater oversight. 'While your influence over corporate governance has grown substantially, your practices have increasingly departed from sound economic principles, undermining the interests of shareholders and the competitiveness of US capital markets,' Chairman Tim Scott, along with Senators Mike Rounds and Bill Hagerty, wrote in a May 20 letter to Glass Lewis & Co. and Institutional Shareholder Services Inc.
Bloomberg
12-05-2025
- Business
- Bloomberg
Phillips 66 Holders Should Vote for Four Elliott Nominees, ISS Says
Shareholders of Phillips 66 should vote for all four board candidates nominated by activist investor Elliott Investment Management in its upcoming annual meeting, said proxy advisory firm Institutional Shareholder Services Inc. Representatives for Phillips 66 and Elliott didn't immediately respond to requests for comment on the ISS report.
