Article Summary
Better said its special committee opened a probe into allegations tied to Vishal Garg’s consent solicitation. Garg has said his group has consents representing more than 46% of voting power and that Better has made “misleading statements” about the current level of support.
A spokesperson from Better said that the company does not have any additional updates to share aside from what it has put out publicly.
Amid Garg’s plight to replace the five directors, he has proposed three independent director candidates: Bing Gordon, David Heidecorn and Steve Sarracino, all of whom have agreed to serve if the solicitation succeeds. Garg’s release noted, however, that no agreement has been reached with the three candidates and that their inclusion on the board would not occur automatically if the consent solicitation succeeds. Rather, Garg would have to nominate the candidates and their appointments would require approval from a majority of directors serving at that time. Better’s special committee is urging shareholders to sign, date and return a white consent revocation card and disregard any green consent card distributed by Garg. Shareholders who previously signed and returned a green consent card can revoke that consent by signing, dating and returning the company’s white consent revocation card, Better said. Garg, meanwhile, is urging shareholders to sign and return the green consent card in support of his proposals to remove the five directors. Part of a broader dispute The competing campaigns are part of a broader dispute between Garg and Better’s board over the company’s leadership and direction. Following Garg’s departure from the CEO role in early August, he retained attorney Alex Spiro and launched a campaign to regain control of the company. Better opposed the effort and sued Garg on Aug. 18, alleging unlawful solicitation and securities disclosure violations. Garg called the suit meritless and separately sued Lewis and six directors, alleging they entrenched themselves after removing him. A federal judge on Aug. 31 declined to halt Garg’s campaign, finding Better had not shown irreparable harm without deciding whether Garg violated securities laws. Garg later unveiled a 90-day plan targeting $2 billion in quarterly funded volume, $7 million in additional monthly revenue and an end to Better’s $4 million monthly cash burn. The board called the plan “unworkable” and “conspicuously late.” Better has seen significant leadership changes in the past month. Several top executives have left, including Chad Smith, Barry Feierstein and Leah Price. Better promoted David Parrish to head of enterprise operations on Sept. 8 and has retained other members of its mortgage leadership team, including Ryan Grant, senior vice president of growth and strategy; Danny Horanyi, chief operating officer; Jeanette Lee, head of fulfillment; Chris Ledlie, head of production; and Scott Davis, head of sales.
