Rewards Network (AMEX:IRN)
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Rewards Network Inc. (AMEX:IRN), a leading provider of marketing
services and frequent dining programs to the restaurant industry, today
announced the nomination of seven directors to stand for election at the
Company’s Annual Meeting of Stockholders. As
approved by the current Board, the proposed slate of directors reduces
the size of the Company’s Board by three
members and includes six independent nominees.
Marc Particelli and Michael Soenen are nominated for election to the
Rewards Network Board for the first time. Mr. Particelli and Mr. Soenen
were initially recommended as possible nominees by current directors who
are not standing for re-election.
Mr. Particelli is the Chairman of the Board of Coactive Marketing Group,
Inc., a provider of integrated marketing services for manufacturers of
packaged goods and consumer products. Mr. Soenen is the Chairman of the
Board, President and Chief Executive Officer of FTD Group, Inc., a
leading provider of floral and specialty gift products to consumers and
retail florists.
Current Board members standing for re-election are: Donald J.
Liebentritt, Chairman of the Board; Ronald L. Blake, President and Chief
Executive Officer; and the chairmen of the Board’s
three standing committees: Raymond A. Gross, Chairman of the Audit
Committee; F. Philip Handy, Chairman of the Corporate Governance and
Nominating Committee; and Mark R. Sotir, Chairman of the Compensation
Committee. Bios of all Rewards Network Board nominees can be found in
the Company’s proxy statement and on the
Company’s investor relations website at
investor.rewardsnetwork.com.
The Company also announced that Adam M. Aron, Karen I. Bremer, Peter
C.B. Bynoe, Harold I. Shain and John A. Ward, III have chosen not to
stand for re-election.
“In determining this year’s
slate of director nominees, we decided to reduce the size of the Board
and identified a slate of candidates that could provide our management
team with a broad range of resources,” said
Don Liebentritt, the Board's Chairman. “The
unique backgrounds and skill sets of Marc Particelli and Mike Soenen,
combined with the institutional knowledge and leadership of the current
Board members running for re-election, can provide the management team
with both continuity and new perspectives.”
Liebentritt continued, “I would like to thank
all of our departing Board members for their commitment, leadership and
guidance to Rewards Network throughout the years.”
The Company’s Board of Directors will be
voted on at the Rewards Network 2008 Annual Meeting of Stockholders to
be held on Monday, May 12, 2008 at 10:00 a.m. (Central time) at 1 North
Wacker Dr., 2nd Floor Conference Center, Chicago, Illinois. Rewards
Network filed a proxy statement in connection with its 2008 Annual
Meeting of Stockholders with the Securities and Exchange Commission on
April 2, 2008. The proxy statement is currently being distributed to the
Company’s stockholders, who are strongly
advised to read the proxy statement because it contains important
information. Stockholders can obtain this proxy statement for free at
the Internet website maintained by the Securities and Exchange
Commission at www.sec.gov or at the
Company’s investor relations website at
investor.rewardsnetwork.com.
About Rewards Network
Rewards Network Inc. (AMEX:IRN), headquartered in Chicago, IL, operates
the leading frequent dining programs in North America. Thousands of
participating restaurants and other merchants benefit from the Company's
extensive email, internet and print marketing efforts; member
ratings/feedback and other business intelligence; and access to capital.
In conjunction with major airline frequent flyer programs and other
affinity organizations, Rewards Network provides over three million
members with incentives to dine at participating restaurants. These
incentives include airline miles, college savings rewards, reward
program points, and Cashback Rewards(SM) savings. For additional
information about Rewards Network, visit www.rewardsnetwork.com
or call 1-877-491-3463.
Safe Harbor Statement
Statements in this release that are not strictly historical are
"forward-looking" statements that are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
These statements are based on management's current expectation or
beliefs, and are subject to risks, trends and uncertainties. Actual
results, performance or achievements may differ materially from those
expressed or implied by the statements herein due to factors that
include, but are not limited to, the following: (i) our inability to
attract and retain merchants, (ii) our inability to obtain sufficient
cash and refinance the repurchase of our convertible subordinated
debentures, (iii) our dependence upon our relationships with payment
card issuers, transaction processors, presenters and aggregators,
(iv) changes to payment card association rules and practices,
(v) economic changes, (vi) our susceptibility to restaurant credit risk
and the risk that our allowance for losses related to restaurant credit
risk in connection with dining credits may prove inadequate, (vii) our
dependence on our relationships with airlines and other reward program
partners for a significant number of members, (viii) the concentration
of a significant amount of our rewards currency in one industry group,
the airline industry, (ix) our inability to attract and retain active
members, (x) the filing of class action lawsuits against us,
(xi) changes in our programs that affect the rate of rewards, (xii) our
inability to maintain an adequately-staffed sales force, (xiii) our
inability to maintain an appropriate balance between the number of
members and the number of participating merchants in each market,
(xiv) our minimum purchase obligations and performance requirements,
(xv) network interruptions, processing interruptions or processing
errors, (xvi) susceptibility to a changing regulatory environment,
(xvii) increased operating costs or loss of members due to privacy
concerns of our program partners, payment card processors and the
public, (xviii) the failure of our security measures, (xix) the loss of
key personnel, (xx) increasing competition, and (xxi) a shift toward
Marketing Services Program that may cause revenues to decline. A more
detailed description of the factors that, among others, should be
considered in evaluating our outlook can be found in the company's
annual report on Form 10-K for the year ended December 31, 2007, filed
with the Securities and Exchange Commission. We undertake no obligation
to, and expressly disclaim any such obligation to, update or revise any
forward-looking statements to reflect changed assumptions, the
occurrence of anticipated or unanticipated events, changes to future
results over time or otherwise, except as required by law.