Voss Capital Makes the Case for Change at Thunderbird

Voss Capital, LLC, together with its affiliates (“Voss”, “we” or “our”), the largest shareholder of Thunderbird Entertainment Group Inc. (CVE: TBRD) (“Thunderbird” or the “Company”), today issued the below public letter to Thunderbird’s shareholders.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20221214005805/en/

(2) LGF. A stock price data from Factset. Management changes from SEC filing (Graphic: Business Wire)

Dear Fellow Thunderbird Shareholders,

We are writing to provide an update regarding the ongoing entrenchment tactics of Thunderbird’s board of directors (the “Board”) and its failure to address clear shareholder concerns. Voss strongly believes that the Board continues to demonstrate a lack of understanding of public company corporate governance and has proven ill-equipped to generate value for stakeholders. Despite our early attempts to work constructively with the Board and our recent offer to engage in discussions, the Board has made it clear that it is not open to shareholder input and is unwilling to acknowledge the growing base of shareholder support Voss has garnered, which is calling for urgent change at the Company.

In fact, in its latest press release, the Board continues to make baffling, defeatist comments and actually talks down the Company’s value, which Thunderbird’s employees have worked hard to create for years. The Board believes that exploring strategic alternatives will “almost certainly fail” and that being a Canadian media studio could, “restrict the pool of interested parties and diminish the price offered to Thunderbird shareholders.” This type of fatalistic attitude is the last thing shareholders want to hear from the Board whose duty it is to maximize value. While we acknowledge that any strategic transaction will necessarily need to account for Thunderbird’s Canadian regulatory and tax framework, we do not believe the mere existence of these regulatory considerations renders a strategic process dead on arrival.

The Board still has not put forward any credible strategic plan to unlock the Company’s value, which we requested weeks ago. At this point, we cannot help but conclude that the Board simply does not have a plan. Instead, its latest press release bizarrely brags about massive margin compression under its tenure as its “value creation.” Since fiscal year 2020, the year Marni Weishofer joined the Board, direct operating costs have risen 151%, and EBITDA margins have gone from 19% to 11.3% (as of the twelve months ended September 30th, 2022).[1] We believe that the Company’s push further into low margin premium scripted content is a continuation of this trajectory.