KVO Capital Management, the investment firm that advised the management of Kana Software in November that it “would be well served to consider significant changes in business strategy and corporate governance,” today nominated its own candidate for the one director slot up for election to Kana’s classified board at its annual meeting scheduled for July 15.
KVO’s candidate, Melvin Keating, would face off against Stephanie Vinella, who currently serves as a Class I director and has been renominated by the board to serve another term until until the annual meeting of stockholders held in the year 2012. Vinella, who joined the board in 2004 and currently serves on its audit, governance & nominating, and strategy committees, is chief financial officer of Panasas who received her B.S. degree in accounting from the University of San Francisco and an M.B.A. from Stanford.
Keating, 62, is a New Jersey-based consultant to private equity groups he is unable to name because of his consulting agreements. He currently serves on the board’s of Aspect Medical Systems and White Electronic Designs.
In March, Kana filed notice with the SEC that it would be unable to file its annual 10-K financial report on time “without unreasonable effort and expense because (it) has not completed the processes for the year-end preparation and audit of its financial statements. The company eventually filed the report May 15, three days after KVO first notified the company that it intended to nominate its own director slate at the company’s next shareholder meeting because “it is apparent that Kana has chosen to ignore the obvious business imperative requiring significant cuts in its operations and instead has determined to continue to pursue its failed 13-year business strategy reliant on equity raises and bank financing.”
Three days later on May 18 Kana told the SEC it would be late in filing its quarterly 10-Q report a day before the company announced the resignation of Chief Financial Officer Micahel Shannahan after little more than a year with the company “to pursue other interests.” (It was Shannahan’s sixth job in 10 years.)
KVO is Kana’s second largest shareholder controlling 3.35 million shares, or 8.1 percent. When if first shared its frustration with the company in December, among the changes it was urging the company’s management to make was immediately cutting expenses. The company disclosed in its proxy filed Wednesday that it paid Chief Executive Michael Fields about $65,000 in housing allowance last year in addition to his $360,000 salary, in lieu of a raise.