Voce Capital Demands Changes at CONMED Corporation







Perhaps most disturbing, ConMed suffers from a culture of nepotism, patronage and dystopian corporate governance that would be corrosive in a closely-held corporation but which is utterly corrupting in a public company. And therein lies the wellspring for so many of ConMed’s failures: ConMed is unquestionably family-run – the Corasanti clan members pull all the strings and pamper themselves royally – yet it’s not family-owned, as they hold very little of its stock. Their hegemony over ConMed could have never occurred without the docile cooperation of the very fiduciaries who were elected to protect shareholder interests: You, its Board of Directors.
 






Perhaps most disturbing, ConMed suffers from a culture of nepotism, patronage and dystopian corporate governance that would be corrosive in a closely-held corporation but which is utterly corrupting in a public company. And therein lies the wellspring for so many of ConMed’s failures: ConMed is unquestionably family-run – the Corasanti clan members pull all the strings and pamper themselves royally – yet it’s not family-owned, as they hold very little of its stock. Their hegemony over ConMed could have never occurred without the docile cooperation of the very fiduciaries who were elected to protect shareholder interests: You, its Board of Directors.

Could not of said it any better!
 






Poor David, Poor Billy A, Poor Shareholders

ConMed’s employment practices reveal an alarming degree of nepotism and cronysim. For starters, was J. Corasanti – the family scion and a former attorney – really the best choice to replace E. Corasanti? One wonders whether there might have been candidates from outside the Company – or at least from outside the family – better suited to run a complex global medical device operation such as ConMed. Apparently J. Corasanti beat out at least one other candidate for the job: His brother, David Corasanti, who also works at ConMed. Given ConMed’s serial acquisitions, we also respectfully question whether William W. Abraham remains the optimal choice to lead ConMed’s corporate and business development activities – at age 82. Were Mr. Abraham to retire he’d still be able to keep close tabs on ConMed, as he has two sons-in law employed by the Company.
 






So is Gene likely to step down prior to a sale? The poor shmucks in Utica, Largo, and Denver have no idea how much house cleaning is going to happen in the next 12 months.
 






So is Gene likely to step down prior to a sale? The poor shmucks in Utica, Largo, and Denver have no idea how much house cleaning is going to happen in the next 12 months.

This was just the opening salvo by Voce. Voce is not going to use everything they've got with the first attack, they never do. When everything comes out, if everything comes out, EC, JC, most of the board, and most of the senior management will be forced to resign. Then again, a deal might be made, that nothing more serious will comes out if the company gets sold to the highest bidder. In the end, getting a lot of money in a sale, may not be as good as the gig they've had, but it's better than going to live in Attica, instead of living in Utica (although many would argue that point). Then it depends on who buys the company. Anyone who buys the company would want it for Linvatec, and want to keep things in place in Largo, and even expand it. The impact on the rest of the locations will be dependent on who the buyer is.
 






I am so scared. I may need to write another book or blog about faking my marathon completion or better yet how I am running the ES division in the ground. I hope the green sheets and scripts will save my ass in 2014...

SM
 






I've heard it's more likely to be a private equity acquisition. Anyone know the difference in how management's RSU vesting would be accelerated under a hostile investor takeover versus a consentual sale to a peer?
 






First let me say thank you to the authors of the first couple of posts. Great to see a bit of intelligence every once in a while.

Now regarding the sale/takeover of ConMed. Let's all relax a bit, if anything is to happen it likely won't be in the near future.
 






First let me say thank you to the authors of the first couple of posts. Great to see a bit of intelligence every once in a while.

Now regarding the sale/takeover of ConMed. Let's all relax a bit, if anything is to happen it likely won't be in the near future.

You're an idiot. These we're cut and paste jobs from the voce letter to the CNMD board. No one is relaxing including the BOD, executive staff, or their legal teams. This firm is going to be sold whether they want it or not.
 






I've heard it's more likely to be a private equity acquisition. Anyone know the difference in how management's RSU vesting would be accelerated under a hostile investor takeover versus a consentual sale to a peer?

Private Equity might be possible, but for the whole company, including Linvatec, unlikely. JnJ, Covidien, Zimmer, have all been knocking at the door and told to go away. If Conmed tries to go private, it opens up a bidding war which would be difficult for Conmed to win against these guys. However, selling Linvatec off, and buying back the rest and going private might be possible. We shall see soon. Voce capital is not pushing for a hostile takeover. They just want a bunch of very bad, failed, corrupt senior managers and board if directors out so the shareholders can receive fair value. The days of a family which owns less than 1 % of a public company, running it like a privately held company are over. Voce capital just fired the first shot, letting the board know they will go public, they havn't even used their big weapons yet.
 












Made another round of cuts this week. Good people some being with the company 20 plus years. Said it was necessary due to current budgeting cycle so they have enough money to ship Bill A. BMW down to FL.
 






What a look into the TRUTH of Conmed Corp. The company has zero structure (planning, discipline, knowhow, vision, entrepreneurship, future) however they can sure play Wall Street!
 


















2014 starts off with the same dead weight in Senior Management. Voce Capital where are you?? What's next? Meanwhile they continue to fire good people and still pay people like Bill A. big money/incentives for what? They have another kook Frank W. who has held 20 different positions in 30 years with Conmed and now in his current position is just a major nuisance that everyone has to put up with. These are just examples of the BS that continues! Enough already!!
 






2014 starts off with the same dead weight in Senior Management. Voce Capital where are you?? What's next? Meanwhile they continue to fire good people and still pay people like Bill A. big money/incentives for what? They have another kook Frank W. who has held 20 different positions in 30 years with Conmed and now in his current position is just a major nuisance that everyone has to put up with. These are just examples of the BS that continues! Enough already!!
 












seen the stock price lately. Price has risen from 31.5 when Voce came out with their first letter to management in early November. Now at close to 44. I would say that the market is betting something is going to happen. I think the correct term is this company "is in play". The big question is how long before the old managment is out and the new management is in? Unfortunately this could take many months for real changes to come. The real shame is that in situations like this, the current management will step up executions trying desparatly to save their own skin, before they are finally exterminated themselves.