Thunderbird Entertainment Sees Proxy Fight With Activist Investor Heat Up

Thunderbird Entertainment Sees Proxy Fight With Activist Investor Heat Up

Producer Thunderbird Entertainment, which backs multiple projects filming in Vancouver for U.S. studios and streamers, has dismissed a proxy fight heating up with activist investor Voss Capital.

“Thunderbird believes this proxy fight is a waste of time, energy and resources,” the company, led by CEO Jennifer Twiner McCarron, said in a statement on Thursday after delaying its annual shareholders meeting from Dec. 6 until early 2023. The Canadian producer added that Texas-based Voss Capital, which has a 13.3 percent stake in Thunderbird, was “mistaken” in arguing shareholder value could be unlocked by putting the company up for sale.

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Voss, responding in a Nov. 18 letter to Thunderbird investors, pointed to Toronto-based film and TV producer Entertainment One being put up for sale a day earlier by parent Hasbro as proof shareholder value was not being maximized by the current Thunderbird boardroom. “This [Hasbro] announcement is just the latest example amongst dozens of Thunderbird’s peers who are properly recognizing and taking advantage of the current industry environment,” Voss argued.

The U.S. hedge fund has nominated a slate of six directors to the Thunderbird boardroom, including Heather Conway, most recently executive director of the Hot Docs Canadian International Documentary Festival, to replace the current board directors.

Thunderbird’s boardroom includes CEO McCarron, Lionsgate founder Frank Giustra and interim chair Marni Wieshofer, a former executive vp of corporate development at Lionsgate, and media investor Jerome Levy, a former vice chairman of Archie Comic Publications who became a director earlier this year.  

Thunderbird’s Atomic Cartoons division produces animation content for a host of Hollywood studios and streamers, including The Last Kids on Earth for Netflix, scripted series like Kim’s Convenience for the CBC and Netflix and Reginald the Vampire for Syfy and Amazon Prime in Canada. The company’s unscripted pipeline includes series like Deadman’s Curse for History Channel and After the Storm for Discovery.

At the end of its first quarter on Sept. 30, 2022, Thunderbird had 28 TV series in various stages of production. In that slate, ten shows were ones where Thunderbird held the IP rights, while 18 were projects produced by the Canadian company for a service fee. Like other Canadian indie producers with ties to the U.S. market, Thunderbird has worked to increase the amount of projects it does where it holds the IP, against production services work for which it has no ownership.

The call for leadership change at Thunderbird has received backing from Dallas-based Railroad Ranch Capital Management, another key investor that issued a Nov. 15 statement in which the private equity player indicated the Canadian company “has exhibited a lack of urgency in addressing our concerns, which is why we were pleased to see Voss Capital’s nomination of a competing slate of director candidates. We are confident that an improved board can help close the valuation gap and deliver value for Thunderbird shareholders.”

Stock in Thunderbird was down 1 cent to $3.34 on Friday in mid-day trading, or 22 percent down from a 52-week high of $5.09 on Dec. 3, 2021.