Forum Home Page [see Broadridge note below]

 The Shareholder ForumTM`

Fair Investor Access

This public program was initiated in collaboration with The Conference Board Task Force on Corporate/Investor Engagement and with Thomson Reuters support of communication technologies. The Forum is providing continuing reports of the issues that concern this program's participants, as summarized  in the January 5, 2015 Forum Report of Conclusions.

"Fair Access" Home Page

"Fair Access" Program Reference


Related Projects 2012-2019

For graphed analyses of company and related industry returns, see

Returns on Corporate Capital

See also analyses of

Shareholder Support Rankings


Forum distribution:

Prizeworthy advertisement of activist fund


The activist letter reported in the Bloomberg article below was similarly reported in December 3 articles by Financial Times and The New York Times as well as by specialized investment publishers such as Business Insider and Seeking Alpha, and even by broader audience publishers such as The New York Post.

For a framable copy of the letter, click here.


Source: Bloomberg, December 3, 2014 article


Sell TheStreet or Quit CNBC, Mad Investor Tells Cramer

By Sonali Basak | Dec 3, 2014 11:20 PM

Jim Cramer has made a career out of doling out advice to investors and companies. Now, a hedge-fund manager is turning the tables on the TV personality.

At issue is TheStreet Inc., the financial news company that Cramer co-founded in 1996. With a market value of about $83 million, TheStreet is worth just a fraction of what it was worth during the dot-com bubble and -- more recently -- just before the financial crisis struck.

J. Carlo Cannell, whose hedge fund is the second-largest shareholder in TheStreet, thinks he knows why: Cramer is spending too much time at his other job on CNBC, the business news network where he hosts “Mad Money.”

“You are simultaneously an employee of CNBC and a director, major shareholder and employee of TST,” Cannell wrote in a letter to Cramer yesterday, referring to TheStreet by its stock ticker. “To which entity do you ascribe your greater allegiance?”

To resolve this conflict, Cannell is urging Cramer to do one of two things, either pursue a sale of TheStreet or quit CNBC. The missive was disclosed in an SEC filing yesterday by Cannell Capital LLC.

The letter is as provocative as Cramer can be on TV.

“Resign from CNBC and align your considerable energy and talents to helping your fellow shareholders crawl back from Hades,” Cannell wrote.


Photographer: Scott Gries/Getty Images

Jim Cramer, who co-founded in 1996 and still writes and appears in videos for the site, is the company’s largest shareholder with a 10 percent stake.

Cramer didn’t immediately reply to telephone and e-mail messages seeking a response.

Mad Money

On “Mad Money” the 59-year-old Cramer bombastically flogs his investment ideas -- accompanied by sound effects of roaring bears, snorting pigs, and dump-trucks full of cash -- to a following that is large enough to move shares of his picks and pans.

In a now-famous tirade on the show in 2007, he screamed that then-Federal Reserve Chairman Ben Bernanke “has no idea how bad it is out there” and “we have Armageddon” in the fixed-income markets. “The Fed is asleep!” he shrieked.

Cannell owns nearly 9 percent of TheStreet, which runs a news and commentary website and sells subscriptions to newsletters. Cramer still writes and appears in videos for the website, is one of its directors and is the company’s largest shareholder with a 10 percent stake.

The hedge-fund manager also suggests Cramer take a pay cut as part of a full-time return to TheStreet, complaining that his compensation is almost 5 percent of the company’s market value.

“Why in the very worst years for TST shareholders must you pay yourself more than $3.5 million per year?” Cannell asked. “How will you reflect upon on your legacy?”

DeMarse Fan

Company filings show that Cramer is guaranteed at least $2.5 million a year in royalties, another $300,000 in licensing, as well as stock awards.

“We’re proud to have TheStreet’s founder, Jim Cramer, under contract,” Elisabeth DeMarse, chief executive officer of TheStreet, said in an e-mailed statement. TheStreet competes with Bloomberg News.

Cannell acknowledged that DeMarse, who took her position in 2012, has been improving results at the company by cutting expenses and with acquisitions including a purchase of The Deal LLC, which covers mergers and acquisitions news.

In 2013, the company’s net loss was $3.8 million, compared with an almost $13 million loss the prior year, and revenue increased by more than 7 percent. Still, sales in the year through September -- of about $59 million -- are well short of their peak in 2008 of $71 million.

This isn’t the first time a shareholder has called for a sale of TheStreet. Last July, Spear Point LLC urged the company to hire a bank to consider strategic alternatives, in a letter filed to the SEC. Spear Point, which no longer holds its stake according to Bloomberg data, said it was concerned that the company was undervalued.

Corruption, Vice

Cannell Capital was founded in 1992 by J. Carlo Cannell with $600,000. It has grown to manage $890 million in assets, according to its website. The firm buys securities that mostly aren’t followed by Wall Street analysts.

The colorful language has always been part of the fund manager’s style. In a 2005 letter sent to directors of BKF Capital Group Inc. (BKFG), an investment adviser, Cannell invoked vice and corruption in ancient Rome.

“In 63 B.C., did Marcus Tullius Cicero expose corruption and vice in the Roman Senate in his First Oration Against Lucius Catilina,” Cannell wrote then. “His words are relevant today.”

He exhorts Cramer to “now suffer my opinions and recommendations” after referring to Cramer’s “considerable non-pecuniary compensation” and “barren cranium.”

Cannell ends the letter on a softer note:

“This communication may be received with some frustration and perhaps a little embarrassment. Please rest assured that my intent is merely and solely to help all shareholders.”

To contact the reporter on this story: Sonali Basak in New York at

To contact the editors responsible for this story: Mohammed Hadi at Elizabeth Wollman


©2014 Bloomberg L.P. All Rights Reserved


This Forum program was open, free of charge, to anyone concerned with investor interests in the development of marketplace standards for expanded access to information for securities valuation and shareholder voting decisions. As stated in the posted Conditions of Participation, the purpose of this public Forum's program was to provide decision-makers with access to information and a free exchange of views on the issues presented in the program's Forum Summary. Each participant was expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants.  It is a Forum rule that participants will not be identified or quoted without their explicit permission.

This Forum program was initiated in 2012 in collaboration with The Conference Board and with Thomson Reuters support of communication technologies to address issues and objectives defined by participants in the 2010 "E-Meetings" program relevant to broad public interests in marketplace practices. The website is being maintained to provide continuing reports of the issues addressed in the program, as summarized in the January 5, 2015 Forum Report of Conclusions.

Inquiries about this Forum program and requests to be included in its distribution list may be addressed to

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.