A group stating that it represents the board members and shareholders representing the majority of the common shareholders of TradingScreen renewed today their request for a change in leadership at the company, and published a summary of the main legal actions faced by TradingScreen’s current management.
The “majority shareholder group” stated that it condemns what it calls TradingScreen’s temporary management’s attempts to mislead the media by dismissing the very existence of litigation and trivialise the seriousness of the breaches of corporate governance described in it, as well as its unwillingness to take action contrary to its fiduciary duties. This group urges the TradingScreen Board’s minority representatives, once again, to support its decision to suspend and replace Chairman Giampiero Grandi immediately with another independent board member chosen from among the highly qualified candidates proposed.
The TradingScreen “majority shareholders” group also stated that they want to “bring some additional clarity” to the events that led to the departure of former CEO Philippe Buhannic. The group states that it has first-hand testimony from witnesses that categorically dismiss the “official version” which was “cooked up” and presented by TradingScreen’s “temporary management”. Mr Buhannic’s dismissal, the group states, was extremely convenient for investor TCV and a small number of individuals led by the current CEO, Pierre Schroeder, and Board Chairman Giampiero Grandi to advance their personal interests. According to the group, these two individuals went on to award themselves, illegally, extraordinary compensation in stock in a “despicable attempt” to take over the majority interest in the firm, disregarding performance benchmarks. This “illegal attribution of massive stock grants” is part of one of the current actions pursued in the New York courts, according to the group.
The statement published by Mr. Buhannic is included below:
NEW YORK, LONDON, GENEVA OCTOBER 23, 2017
Tradingscreen’s Majority Shareholders renew call for a change in leadership and provide full evidence of the shareholders’ legal actions
The board members and shareholders representing the majority of the common shareholders of TradingScreen renewed today their request for a change in leadership and published a summary of the main legal actions faced by TradingScreen’s current management. The majority shareholder group condemns TradingScreen’s temporary management’s attempts to mislead the media by dismissing the very existence of litigation and trivialise the seriousness of the breaches of corporate governance described in it, as well as its unwillingness to take action contrary to its fiduciary duties. This group urges the TradingScreen Board’s minority representatives, once again, to support its decision to suspend and replace Chairman Giampiero Grandi immediately with another independent board member chosen from among the highly qualified candidates proposed.
The TradingScreen majority shareholders also take this opportunity to bring some additional clarity to the events that led to the departure of Mr Philippe Buhannic. This group has first-hand testimony from witnesses that categorically dismiss the “official version” “cooked up” and presented by TradingScreen’s temporary management. Mr Buhannic’s dismissal was extremely convenient for TCV and a small number of individuals led by the current CEO, Pierre Schroeder, and Board Chairman Giampiero Grandi to advance their personal interests. These two individuals went on to award themselves, illegally, extraordinary compensation in stock in a despicable attempt to take over the majority interest in the firm, disregarding performance benchmarks. This illegal attribution of massive stock grants is part of one of the current actions pursued in the New York courts.
In regard to the fake news event broadcast by the temporary management, Mr Buhannic has published the following statement, which we are happy to include here for him to state his case:
When confronted with a massive misappropriation of company assets by Giampiero Grandi, the TradingScreen board members representing the minority of the shareholders, instead of answering the claims, decided to renew direct attacks on my persona and try to divert the focus from what’s really going on at TradingScreen.
My record speaks for itself. There was never any hit or anything close to that between me and any employee in my entire career. Anybody who knows me was shocked by the treatment I received and the defamation campaign I was subjected when this fake news was leaked to Bloomberg, a media agency owned and manipulated by our biggest competitor which was the sole source on this fake story.They did not even bother to check their facts!
I have challenged in court the arguments that led to my departure as entirely untrue and illegal. I have multiple evidence of witnesses willing to state the truth and support my case, as well as proof of the efforts taken by TradingScreen temporary management, with the help of the legal firm Morgan Lewis, to suborn witnesses against me.
Internally, every employee of TradingScreen knows this was a staged scenario, in other words, a board coup. There was never a legal case presented against me and the silence from the so-called ‘victim’ is deafening. Ironically enough, that same ex-employee is working now at… Bloomberg, as a reward for his services.
Finally, I would like to comment about TCV’s role in the events. Technology Crossover Ventures, a TradingScreen minority investor and a Board member had lost a string of legal battles against TradingScreen while I was CEO and had, therefore, no alternatives to take control, but to use “other” methods than legal. In Schroeder and Grandi they found the perfect partners to take me out temporarily from TradingScreen. It is rather sad as the company was off to new highs under my leadership at that time and was revolutionising new areas of Fintech like exchange infrastructure and Fixed Income trading. A dramatic offset to the current situation. Welcome to the world of TCV, the Totally Corrupt Vultures of the Private Equity world.”
Increased Risk for Preferred Stockholders in Ensuring Mandatory Redemptions
Philippe Buhannic
For us, the majority shareholders of TradingScreen our ultimate goal is very clear. We want the company to succeed and have a bright future. All the shareholders are now aware of the multiple breaches of fiduciary duties, among them some theft of assets committed by the current management, its incompetence on the business side, as well as the manipulation that led to Mr Buhannic’s temporary departure, and we are all behind this communication. We want all the shareholders to pick their camp, sooner than later, between the “creators of value” or the “manipulators.” It is time to move forward.
The court cases:
The case in Switzerland, as told by the majority shareholders before, not only exists, contrary to the fake news assertion of the temporary management of the company, but unfortunately, it is also proven that Giampiero Grandi did profit personally from the company in multiple ways, and with ample evidence given to the Board. This likely means that the recent discoveries are just the tip of the iceberg of the improprieties committed by the current management. Otherwise, why would the current management hide, illegally, information from the board members and shareholders? These actions are unacceptable, unethical, and illegal.
Justice will follow its course.
These numerous breaches of corporate governance have been denounced by the majority shareholders for some time now, and given the lack of resolution, we have been filing through our representants at the Board the following cases with the New York and Geneva courts to correct the unacceptable situation created by TCV:
Philippe Buhannic and Patrick Buhannic v. TradingScreen Inc. (Supreme Court of New York State, New York County) Index no: 655848/2017
This case is on the illegal replacement of Mr Buhannic as CEO and Chairman.
Philippe Buhannic and Patrick Buhannic v. TradingScreen Inc. (Supreme Court of New York State, New York County) Index no: 652034/2017
This case is about the management’s complete refusal to provide ANY information to the board members.
P/20’439/2017 filed in the court of Magistrate Mme Alexandra Jacquemet.
This case is on the misappropriation of corporate assets by Giampiero Grandi.
The majority shareholders once again urge private equity firm Technology Crossover Ventures and Bob Trudeau and Frank Placenti, their representants on the Board, to act now, exercise their fiduciary responsibility, as it is their obligation, and support the initiative to suspend and remove corrupt Giampiero Grandi. Their actions will help restore the confidence of shareholders by demonstrating that TCV promotes best practices in corporate governance and that its intention is to reverse the recent lack of oversight over management actions, which, for the last year, has been detrimental to all TradingScreen stakeholders, including clients, employees, shareholders, and TCV itself.
More announcements will follow soon.
Representatives of the majority shareholder group will be available to comment.