‘A company in turmoil’ – Pure Profile shareholders attack chairman Andrew Edwards

The rebel shareholders behind the bid to oust the chairman of online research and digital advertising company Pure Profile have published a deeply critical attack on the leadership of Andrew Edwards.

Edwards: Accused of leaving Pure Profile ‘exposed and vulnerable’

Oceania Capital Partners, which sold digital agency Cohort to Pure Profile in late 2016, has claimed that poor financial stewardship has left the company “exposed and vulnerable”, with a languishing share price and struggling to pay what it owes.

Oceania is seeking to replace Edwards’ place on the board of the ASX-listed Pure Profile with Cohort founder Marcelo Ulvert.

The attack comes weeks after the departure of Pure Profile’s founder and CEO Paul Chan, who remains a major shareholder in the company.

Pure Profile faces a general meeting for shareholders to vote on motions from OCP calling for Edwards’ dismissal and Ulvert’s appointment

Bidding for board seat: Cohort founder Ulvert | Source: LinkedIn

Tonight’s statement urges shareholders to vote in favour of both motions.

It publicly lays out for the first time some of the behind-the-scenes conflicts at Pure Profile, which currently has a market capitalisation of just $15m, less than a quarter of its peak.

Pure Profile has its roots in online research panels, and has been focused on building detailed profiles of online consumers to allow for focused targeting of advertising. It floated on the ASX nearly three years ago. Pure Profile lists News Corp as a key client.

According to the Oceania statement, Edwards has presided over a declining share price, from 50 cents when it first listed on the ASX as PPL, down to tonight’s 13c.


The statement from Oceania says that while Cohort was sold for $18m upfront in cash and shares, further earnouts became due last August. Oceania Capital Partners says Pure Profile still owes more than $1.3m.

“OCP discloses that an amount of $1,363,274.15, which was due on 30 November 2017, has been unpaid by Cohort and that OCP and the other vendors have issued statutory demands against the company for the amount withheld plus accrued interest,” said the statement.

OCP criticises what it describes as “absence of management” at Pure Profile, which saw Nic Jones replace Chan as CEO a few weeks ago.

Jones: New Pure Profile boss

It came after the founder of Pure Profile’s first acquisition – Sparc Media – Wout van Damme also left the company.

According to OCP: “It is alarming that both businesses have been denuded of crucial leadership under Edwards’ stewardship. For example, the leader of SparcMdia, van Damme (who was commended previously for his expertise and welcomed to the company’s leadership team) is no longer with the business.

“Similarly, the appointed global MD of Cohort, Will Langton, is no longer there. Alarmingly, nothing was announced about his departure – seemingly he has no successor.

‘There are no key historic founders or leaders in any of the Company’s underlying businesses.”

The OCP statement suggests a revolving door of those with financial responsibility at the organisation. It highlights last June’s departure of chief financial officer Geoff Nesbitt without proper explanation. It claimed that the company’s new head of finance Jennifer Butler then departed after just four months although “alarmingly, shareholders were not informed of her departure and no explanation was given”.

Chan: Left without warning

And it added: “Paul Chan’s resignation came without warning or meaningful explanation.” Mumbrella understands that despite his departure, Chan remains supportive of Andrews as chairman.

Pure Profile now uses Deloitte as its financial controller because it lacks the in-house resources, which was also alarming, said OCP.

It added: “These occurrences, all under the stewardship of Edwards, point to a company in turmoil”.

The statement also attacked Pure Profile’s need to take on a high interest debt facility to pay its dues for the sale of Cohort. It said: “Inadequate forward planning for the payment of the balance of the earn out for the Cohort acquisition led the company to enter into a series of onerous funding transactions leaving it exposed and vulnerable”.

At the time of posting, Mumbrella had been unable to reach Edwards for comment.


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