(Update: On May 17, Quotient announced it had “entered into a cooperation agreement with Engaged Capital,” making changes to the structure and composition of its Board of Directors. Days later, the company announced Steven Boal had stepped down as CEO, effective immediately.)
The man who founded Coupons.com has announced plans to retire. And the company’s most vocal critics aren’t having it. Far from placating the soon-to-be-former-boss’s detractors, the move has instead been met with a blistering response.
Steven Boal, CEO of Coupons.com owner Quotient Technology, said last Thursday he would step down by the end of the year. He didn’t specify a reason, but the announcement came months after Engaged Capital, one of the company’s largest stockholders, began publicly pressing for major changes in Quotient’s leadership, with a firm but businesslike open letter citing the company’s “significant potential to create value” for investors, that’s been hampered by “consistently poor performance.”
Engaged offered a far more heated response Friday to Boal’s announcement about his planned retirement, expressing disbelief – literally.
“Despite yesterday’s announcement, it seems clear that Mr. Boal has no intention of leaving the company,” Engaged alleged in a statement. Noting that Boal had stepped down as CEO once before in 2017, only to stay involved in the company as Executive Chairman of the Board of Directors, before returning as CEO two years later, “we fully expect Mr. Boal to continue to wield his undue influence and control over Quotient for the foreseeable future,” Engaged continued, “and we would not be surprised to see him re-appointed to the Board by his long-time accomplices.”
Under Boal’s current and alleged future leadership, Engaged said Quotient’s business “has dramatically underperformed its potential and significant stockholder value has been destroyed.”
Quotient’s announcement had laid out a CEO transition plan, as well as changes to the makeup of its board of directors. Current Chief Technology Officer Matthew Krepsik was named as Boal’s replacement, while Quotient announced a new board chairman, a new board member, and its acceptance of one of two board nominees Engaged had proposed.
But Engaged Capital founder and Chief Investment Officer Glenn Welling blasted the moves as “nothing more than a defensive tactic to present stockholders with the illusion of meaningful change.” In a statement, he said all Quotient had done was “shuffle leadership around,” leaving many of the same people in charge who have presided over “a history of failures, quarter after quarter, year after year, glossed over with empty promises and a lack of accountability.” He called the proposed changes “more stockholder unfriendly actions that serve only to further entrench the incumbents, and, more specifically, ensure the continued control and influence of Steven Boal.”
Boal has overseen the company he founded during a time of great change for the coupon industry. When he launched Coupons.com back in 1998, “we used the incredible technology that was available at the time to provide consumers with the freedom and flexibility to easily print coupons at home instead of having to hunt for them in the Sunday paper,” he told Coupons in the News last year. “We are in a much different world now, however. The future isn’t in physical coupons – it’s in digital.”
In July 2020, he predicted that “the printed coupon will be gone in 18 months” – which would have put paper coupons’ death date this past January. That hasn’t happened, at least not yet.
Nevertheless, under Boal, Quotient has been working to hasten the printed coupon’s demise. In recent months, Quotient has abandoned its receipt-printed coupon program, which barely got off the ground, it’s announced the upcoming retirement of flagship property Coupons.com, and the revival of cash-back app Shopmium as its main consumer-facing savings platform.
But it’s relatively rare for a founder/CEO to have seen so much industry change, since it’s relatively rare for the founder of a company to still be its CEO nearly a quarter century later. The authors of a recent Harvard Business Review article analyzed nearly 2,000 public companies and found that having a company founder as CEO was great when a company went public, which Quotient did in 2014. But “we found that the value added by a founder-CEO essentially dwindles to zero approximately three years after firms go public, and they then start detracting from the value of the company in the longer term,” the authors wrote. Founding CEOs “often struggle as their organizations grow more complex,” they observed, citing “more than a few recent examples of founder-CEOs who have massively outstayed their welcome.”
Boal would likely dispute that conclusion, as Quotient’s announcement last week characterized his return from his brief pause as CEO as being necessary to “execute a turn-around of the business.” Engaged Capital, however, criticized the company and its board for its “long history of prioritizing Mr. Boal’s personal wishes over the interests of stockholders.”
Engaged says it plans on “moving forward with our campaign to install two new, truly independent directors to bring real change and accountability to Quotient once and for all.” And it’s urging the company to review all scenarios, “including a possible sale of the entire company, rather than entrenching under-performing management and the board.”
It is indeed a time of major changes for the coupon industry. And for increasingly impatient investors of one of the industry’s leading companies, some of those changes can’t come soon enough.
Image source: Mockuper
