VBF LP Withdraws Activism Following Perion Network Ltd (PERI) Governance Concession

Key Summary: On April 21, 2025, Value Base Ltd (5.85%) opposed the Board's adoption of a Poison Pill, alleging harm to shareholders. On June 26, 2025, Value Base Ltd and Phoenix Insurance Company Ltd. sent a demand letter requesting a shareholder meeting. On July 14, 2025, VBF LP sent a final letter to Perion’s Board, welcoming the removal of the rights plan and urging action on capital structure, acquisition strategy clarity, and executive pay alignment. VBF ended its activist efforts and withdrew the shareholder meeting request.

Market Cap: $504 million| Perion Network Ltd. provides digital advertising solutions to brands, agencies, and retailers in the United States and internationally. 

 

On April 21, 2025, Value Base Ltd (5.85%) sent a letter to the Board opposing the recent adoption of a Poison Pill, alleging it was harmful to shareholders, illegally implemented, and tainted by board conflicts of interest; they demanded its rescission or submission to a shareholder vote within seven business days. Value Base Ltd is also considering additional actions, such as calling a shareholder meeting or engaging with management and stakeholders, to challenge the Poison Pill. Source

On June 26, 2025, Value Base Ltd and Phoenix Insurance Company Ltd., through legal counsel, sent a demand letter to the Company’s Board requesting an extraordinary shareholders meeting under Israeli law to vote on two proposals: (i) amending the Articles to allow shareholders, by simple majority, to cancel or approve any rights plan, and (ii) canceling the rights plan adopted on April 3, 2025, contingent on the first proposal’s approval. The two shareholders acted independently to meet legal thresholds and confirmed no other agreement or coordination between them exists regarding the Company’s shares.

On July 14, 2025, Value Base Ltd sent a letter to the Board Chairman welcoming the removal of the rights plan and reiterating final concerns around the company’s inefficient capital structure, unclear acquisition strategy, and senior management compensation. VBF LP stated it will not pursue further action or call a shareholder meeting following the rights plan’s cancellation.

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