Benefitfocus, Inc., an industry-leading benefits technology platform that simplifies benefits administration for employers, health plans and brokers, today issued the following statement in response to the press release issued by Indaba Capital Management, L.P. a debtholder and recent shareholder of the company.
Benefitfocus is committed to generating substantial value for shareholders and we remain open to constructive input and suggestions that may help us achieve this goal. While it is a general company policy not to comment on specific shareholder interactions, members of the Benefitfocus board of directors and senior management team have had numerous discussions over the past two months with representatives of Indaba Capital to better understand their ideas and suggestions and incorporate them into the board’s decision-making process. We attempted to reach an amicable resolution with Indaba, but have been unable to achieve a reasonable compromise. The board has consistently communicated its desire to engage in constructive discussions with Indaba.
Benefitfocus is a leader in its industry, and our board and management team are committed to building a truly great company. Over the past year, we have taken decisive actions to drive the company’s next phase of growth, significantly improve performance, and navigate the unprecedented challenges caused by COVID-19. We have also taken steps to enhance our corporate governance, improve our financial flexibility, bolster our balance sheet and strengthen our leadership team.
In August 2020, Benefitfocus appointed Stephen Swad as CEO. Mr. Swad has decades of experience and a proven track record of success. He, along with his strong management team, has focused on delivering value to our customers and reaccelerating growth, in addition to substantially enhancing profitability and free cash flow. The company has also added, and continues to add, key senior personnel under Mr. Swad to broaden and further strengthen its team.
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Benefitfocus has an active and experienced board that is committed to advancing the best interests of the company and all shareholders. The board comprises highly qualified and experienced directors, a majority of whom are independent, and all of whom bring extensive experience in areas critical to the company’s business and operations.
As part of its ongoing efforts to strengthen and diversify its board of directors, the company recently announced the addition of Ms. Zeynep Young as BuildGroup’s director designee serving on the Benefitfocus board, and, effective following the 2021 Annual Meeting of Stockholders, Doug Dennerline will become independent chairman of the board. The company has also retained Egon Zehnder, a global executive search firm, to identify additional board candidates to enhance and accelerate the company’s strategy and further increase diversity on the board.
In addition to making substantive changes to its composition and leadership roles, the board of directors has approved and previously announced additional actions to further enhance Benefitfocus’ corporate governance profile. Among other things, the company will submit a proposal at the 2021 Annual Meeting to declassify the board, providing for the annual election of directors.
Finally, the board and management team regularly review the company’s strategic priorities and opportunities to drive additional shareholder value.
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