Key Summary: Between May 9, 2022, and July 8, 2024, Star Equity Fund actively engaged with the company, starting with disclosing a 6.73% stake and nominating two board candidates. They issued press releases advocating for corporate governance improvements, increased their stake to 9.03%, and engaged in discussions about maximizing shareholder value. On July 12, 2022, they withdrew their board nominations, and on September 9, 2022, raised concerns about undisclosed shareholders in the company's proxy statement. In May 2023, they called for strategic reviews and expressed governance concerns. Finally, on July 8, 2024, they supported the company's sale to Drilling Tools International, praising the board's decision and confirming their vote for the sale.Market Cap: $39 million| Superior Drilling Products, Inc., a drilling and completion tool technology company, innovates, designs, engineers, manufactures, sells, rents, and repairs drilling and completion tools in the United States, Canada, the Middle East, and Eastern Europe.
On May 9, 2022, Star Equity Fund disclosed a 6.73% active stake in the company and delivered a letter to the company nominating two candidates for election to the Board at the 2022 AGM. Source
On May 10, 2022, Star Equity Fund issued a press release and open letter to the Board recommending corporate governance improvements, including certain changes to the membership of the Board. It calls for specific corporate governance changes including the declassification of the Board, the removal of supermajority vote requirement, the appointment of an independent Board chairperson, the reduction or removal of related party transactions, and reductions in compensation costs. Also, it believes that the shareholders need a refreshed Board capable of considering and implementing changes.
On June 24, 2022, Star Equity Fund increased its stake to 9.03% and stated that it has engaged, and may continue to engage, in general discussions with the Board and management team, including with respect to the composition of the Board, the corporate governance and evaluating all options to maximize shareholder value, including potential business combinations or strategic alternatives. Source
On July 12, 2022, Star Equity Fund (9.41%) withdrew its nomination of Robert G. Pearse and BaShara Boyd for election to the Board. Source
On September 9, 2022, Star Equity Fund together with other shareholders ("the shareholder group") (9.9%) issued a letter to the Board noting a discrepancy in the company’s Schedule 14A 2022 Proxy Statement, wherein the company failed to properly disclose all common shareholders with over 5% beneficial ownership. The Shareholder Group also encouraged the company to consider various strategic options to maximize shareholder value.
On May 9, 2023, Star Equity Fund issued a press release including an open letter to the board. In the letter, Star Equity Fund called on the Board to effectuate, or at least put up for a shareholder vote, a number of matters, including but not limited to whether the Board should hire a financial advisor and conduct a strategic review, and should declassify the Board. Star Equity Fund also discussed its concerns with the companys corporate governance and the three independent Board members: James R. Lines, Robert Iverson, and Micheal V. Ronca. Star Equity Fund further announced its intention to vote "withhold" with respect to Robert Iverson at the 2023 AGM.
On July 8, 2024, Star Equity Fund (3.43%) issued a press release supporting the sale of the company to Drilling Tools International (DTI), announced on March 7, 2024. They praised the Board for making the right decision and confirmed they would vote for the sale. Source
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