San Francisco, California, September 7, 2024, Chainwire
Figure Markets announced today that it, together with Veton Vejseli, a shareholder of Ionic Digital, has requested access to certain company records pursuant to Section 220 of the Delaware General Corporation Law. This request seeks information to investigate potential misconduct by the Board of Directors and to evaluate its performance of fiduciary duties.
Figure Markets and Mr. Vejseli believe that access to these records (the “Books and Records”) is crucial to protecting shareholder interests. This request arises from concerns about potential self-serving conduct by board members and actions that may have harmed shareholders. Specific areas of inquiry include:
- Agreements with Hut 8 Corp (NASDAQ:)., a bitcoin mining operations owner that operates as a direct competitor of the Company and whose CEO controls Ionic's board of directors seats.
- Excessive Board of Directors compensation packages.
- Restrictions on trading of Ionic shares.
- Delays in the registration of the company's Class A common shares.
Based on interactions with the Board, public filings and other information, Figure Markets and Mr. Vejseli believe that the Board may be prioritizing its own interests over those of shareholders. This pattern of behavior is allegedly evidenced by the following:
- Figure Markets' proposals rejected during Celsius bankruptcy proceedings.
- Approval of agreements with Hut 8 that apparently bypass shareholder oversight.
- Self-designation of key decision makers in the Chapter 11 process.
- Generous compensation packages for Board members.
- Unreasonable delays in the listing and registration of Ionic shares.
“We have been involved in the Celsius bankruptcy from the beginning and the treatment of creditors is regrettable,” said Mike Cagney, CEO of Figure Markets. “We hope that by forcing a special shareholder meeting to improve Ionic’s management, governance and strategy, we can recover value for shareholders.”
In response to widespread shareholder discontent, Figure Markets initiated a grassroots social media campaign aimed at getting 25% of Ionic shareholders to call for a special shareholder meeting. Remarkably, despite the challenge of gathering 86,000 shareholders, none of whom own more than 1% of the shares, Figure Markets managed to gain the support of 29% of the outstanding shareholders.
Figure Markets and Mr. Vejseli believe that the board's actions may constitute gross negligence and warrant his removal. They also express concern that these actions may have deprived shareholders of their voice in the governance of the company. Access to the books and records represents a critical step in restoring shareholder democracy at Ionic.
This inspection request will allow Figure Markets and Mr. Vejseli to investigate potential misconduct and assess the Board’s performance in relation to its fiduciary duties. They urge the Board to act urgently and engage constructively to address shareholder concerns.
The full text of the Books and Records lawsuit can be found here.
About Figure Markets
Figure Markets is democratising finance through blockchain technology. We are building an exchange for everything – a decentralised custodial market for crypto, stocks, bonds, credit and more. We provide our exchange with best-in-class leverage, margin trading and liquidity, whilst offering our members extensive lending options and unique investment opportunities. Figure Markets gives our members control of their assets and data, removing the intermediation of brokers, exchanges and traditional lenders.
Figure Markets is backed by leading venture capital firms and strategic partners including Jump Crypto, Pantera, Distributed Global, Faction Lightspeed, NewForm Capital, and CMT Digital. Figure Markets was founded by an experienced team of TradFi, fintech, and DeFi entrepreneurs and operators including Mike Cagney and June Ou.
Learn more at www.figuremarkets.com.
ContactPaula Jackler[email protected]
This article was originally published on Chainwire
