BALTIMORE, Aug. 24, 2023 (GLOBE NEWSWIRE) -- MarketWise, Inc. (NASDAQ: MKTW) (“MarketWise” or the “Company”), a leading multi-brand digital subscription services platform that provides premium financial research, software, education, and tools for self-directed investors, today issued the following statement in response to F. Porter Stansberry’s letter to the MarketWise Board of Directors (the “Board”), dated August 11, 2023 (the “August Letter”):
The Board takes seriously our obligation to serve and protect the interests of MarketWise and all of its shareholders. As part of this responsibility, the Board engages with the Company’s shareholders and welcomes constructive feedback focused on maximizing shareholder value.
Our previous attempts to engage with Mr. Stansberry have been met with his disparaging statements about the Board, the Company, and management. The Board has made decisions with the best interests of all shareholders in mind. We are both concerned and dismayed that Mr. Stansberry continues to knowingly assert fabricated allegations.
We understand that some shareholders are frustrated. But we are beginning to see the benefits of the Company’s responsive actions with the recent stabilization in results. Investments in our core business are resulting in better content that is resonating with our subscribers. Further, cost efficiency measures have gained traction: We generated 18% more cash flow from operations so far in 2023, compared to the same period in 2022. Amber Mason and the executive leadership team continue to execute on operating priorities and strategies aimed at improving Company performance.
We continue to be focused on disciplined and opportunistic capital allocation. We are confident in the capability of the business to generate continued cash flow, so early in 2023, the Board initiated a quarterly dividend program. We have a history of investing in our core business, accretive M&A, and rewarding our owners with distributions.
CORRECTING MR. STANSBERRY’S FALSE AND SELF-INTERESTED STATEMENTS
While our priority is to focus on our business, we feel obligated to respond to Mr. Stansberry’s baseless allegations. He has made countless false assertions about the Company, which creates uncertainty among the Company’s shareholders, employees, customers, and other stakeholders.
We have had numerous private conversations with Mr. Stansberry to address his concerns and allegations, many of which he previously apologized for and retracted. Nonetheless, he continues to take harmful actions and publicly spread intentional misrepresentations and disparaging remarks about the Board, the Company, and management.
For example:
- In April 2023, Mr. Stansberry entered into a settlement agreement with the Company, agreeing not to make any further disruptive allegations against the Company. The August Letter, however, is a direct breach of the non-disparagement provision in the settlement agreement, which the Company entered into in good faith.
- In his August Letter, Mr. Stansberry characterized our going public transaction as an “ill-begotten IPO.” In fact, he personally approved the Company’s business combination with Ascendant Digital Acquisition Corp. after having the opportunity to review the transactional documents and after participating in various informative meetings about the transactional documents and the business combination.
- Mr. Stansberry also objected to the warrant tender offer. That transaction allowed the Company to clean up our capital structure by exchanging our outstanding warrants for common stock. It was significantly less dilutive for the Company to exchange shares for warrants at then-current market prices versus having them exercised at their strike price in the future. The warrant tender also increased our public float and provided additional security and flexibility as stock market prices continued to decline. We believe that resolving our capital structure will make accessing the public markets in the future through any potential capital offering, primary or secondary, cheaper and easier to execute. After reviewing a comprehensive analysis prepared by outside financial consultants, the disinterested Board members agreed that a warrant tender was in the best interest of the Company and its shareholders.
- Mr. Stansberry recently sold 250,000 shares – including over 200,000 shares immediately after the Company announced its second quarter 2023 earnings – into a market where there is low volume, ultimately harming the Company’s share price. Mr. Stansberry has now indicated his plan to dispose of 500,000 more shares. In contrast, Amber Mason and many members of our Board and management have been buying shares in MarketWise, demonstrating their optimism regarding the future prospects of the Company.
It is unfortunate that Mr. Stansberry continues to issue statements and engage in actions that purposely damage MarketWise. His attacks on the Company, the Board, and management serve only to promote his interests and not those of the MarketWise shareholders. The Board will continue to defend the Company against Mr. Stansberry’s tactics and act in the best interest of MarketWise and all of our shareholders.
We are confident that Amber Mason and her executive team are executing on a strong operating strategy and building a more successful future for MarketWise. While there is still significant work to do, our objective is to empower Ms. Mason to move forward, without distraction, to ensure that the Company succeeds and delivers the highest value for all of its shareholders.
Sincerely,
Mark Gerhard
Chairman of the MarketWise Board of Directors
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws, including statements regarding the Company’s ability to access the capital markets in the future. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections, and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including those described in the “Risk Factors” section of our filings with the U.S. Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the year ended December 31, 2022.
About MarketWise
Founded with a mission to level the playing field for self-directed investors, today MarketWise is a leading multi-brand subscription services platform providing premium financial research, software, education, and tools for investors.
With more than 20 years of operating history, MarketWise serves a community of millions of Free and Paid Subscribers. MarketWise’s products are a trusted source for high-value financial research, education, actionable investment ideas, and investment software. MarketWise is a 100% digital, direct-to-customer company and has a proven, agile, and scalable platform. Our vision is to become the leading financial solutions platform for self-directed investors.
MarketWise Investor Relations Contact
Jonathan Shanfield - MarketWise Investor Relations
Jamie Lillis - Solebury Strategic Communications
(800) 290-4113
Email: ir@marketwise.com
MarketWise Media Contact
Email: media@marketwise.com
