AirSculpt Technologies, Inc. (NASDAQ:AIRS), a company specializing in medical services, has recently amended a significant stockholders agreement following a Delaware court opinion. The amendment, effective as of July 30, 2024, alters the terms under which certain stockholders can designate director nominees to the company's board.
Previously, the agreement allowed stockholders VSCP EBS Aggregator, LP and Dr. Aaron Rollins (NYSE:ROL) to nominate directors, provided they met certain ownership thresholds. The company was obligated to endorse and solicit support for these nominees. However, a court ruling in the case of West Palm Beach Firefighters’ Pension Fund v. Moelis (NYSE:MC) & Company found similar rights to be invalid.
In response, AirSculpt Technologies, along with VSCP and Dr. Rollins, revised their agreement. The updated clause stipulates that the board and its committees are not required to recommend a stockholder-nominated director if, in fulfilling their fiduciary duties, they do not believe the nominee should be elected.
This change reflects the company's compliance with the legal standards set by the Delaware Court of Chancery and underscores the board's commitment to maintaining governance practices that serve the best interests of the company and its shareholders.
In other recent news, Airsculpt Technologies has been a focal point for investors due to its Q1 2024 results and recent developments. The company's Q1 revenue of $47.6 million fell short of estimates, leading to a downgrade of shares from Outperform to Market Perform by Raymond James. This decision was influenced by a 10% year-over-year decline in same-store case volumes, attributed to weakness in the low-end consumer segment.
Despite this, Airsculpt Technologies maintains its full-year 2024 guidance, forecasting revenue around $220 million and adjusted EBITDA close to $50 million. However, Raymond James has revised these estimates downward to $209 million and $41.5 million, respectively, based on the company's performance in the first five months of the year.
In other developments, Airsculpt Technologies reported a 4% increase in Q1 2024 revenue, despite a decline in same-store sales. The company plans to open six new locations in 2024 and is shifting its marketing strategy, focusing on smaller celebrities with larger social media followings. These recent developments highlight the company's strategic approach to navigating its current economic climate.
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