Fermi says ex-CEO Neugebauer ends campaign to call special meeting
Fermi Inc on Tuesday said that former Chief Executive Toby Neugebauer's "proxy campaign" to call a special meeting had ended, and that the company's priorities remained on track.
"Mr Neugebauer's failed proxy campaign is over, and there will be no special meeting. With this behind us, Fermi's board and leadership team remain fully focused on executing the company's strategic priorities," Fermi said on Tuesday.
Those priorities include finding a new CEO, securing a binding tenant agreement and developing its flagship Matador power grid project. Back in December, Fermi lost a funding deal with the first potential tenant of its Matador power grid. In an email to Reuters, Fermi denied a Business Insider report that the prospective tenant was Amazon.com Inc.
The Texas-based real estate investment trust, focused on data centres, has been sparring publicly with Neugebaeur since terminating his contract in May, citing "conduct in violation of the terms of such agreement and of company policies".
Neugebauer had solicited consent from Fermi shareholders for a special meeting of the company, and according to Fermi, his intention was "to replace the board and leadership team with his slate of hand-picked nominees so that he can orchestrate a quick sale of the company".
On Tuesday, Fermi said that the ex-CEO had suspended his campaign to call the meeting, one day after the advisory firm ISS had recommended Fermi shareholders not consent to a meeting.
Fermi also said that Neugebauer had falsely claimed to own 40% of the company's outstanding shares, but that according to the company's estimates as of Monday, he held consents of 31%, against shareholder revocations of 36.4%, which Fermi sees as indicative there was "minimal support from unaffiliated shareholders" for Neugebauer's meeting request.
For his part, Neugebauer in May responded to his removal from the company's board by saying: "As a co-founder and the largest shareholder who has yet to sell a single share, no one believes more in the future of what we built at Fermi than I. These actions by the board are completely misguided. I will continue to fight vigorously to maximize value for all shareholders."
Neugebauer co-founded Fermi with Rick Perry, a former Texas state governor and US energy secretary from 2017 to 2019.
Neugebauer is also a founding partner of Quantum Capital Group, a Houston, Texas-based private equity investor in energy projects.
He is currently the target of a lawsuit by the bankruptcy trustee for the conservative financial startup GloriFi that alleges that Neugebauer committed securities fraud prior to the bank's liquidation. GloriFi's backers included Palantir Technologies Inc CEO Peter Thiel.
Fermi shares fell 8.2% to USD8.10 each on Tuesday afternoon in London.
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