Edward Rogers says his bid to oust the CEO of the telecom conglomerate his father founded had the support of other members of his family, before they changed their mind.
In documents filed with a B.C. court on Tuesday evening, the former — and depending on who you ask, current — chair of Rogers Communications Inc. claims the company’s board backed a plan that would have seen CEO Joe Natale step down and be replaced by CFO Anthony Staffieri.
The Rogers family controls the $28 billion telecom giant through a trust that holds 97 per cent of the voting shares in the TSX-listed company. Numerous members of the Rogers family including Edward, his sisters Martha and Melinda, and mother Loretta have sat on the company’s board since patriarch Ted died in 2008.
Earlier this month, it emerged that Edward was the architect of a plot to oust Natale from the top job at the company, because he felt the company wasn’t performing financially as well as it could. Rogers shares have lagged those of rivals Bell and Telus since Ted died, and the gap has widened during the pandemic.
In the affidavit filed with the B.C. Supreme Court, Edward says he proposed a plan to replace Natale with Staffieri to the board, and got the backing of 10 of the 11 board members in September. Natale himself signed off on the plan, Edward says. In the days that followed that vote, while the details were being ironed out, he says Natale aggressively lobbied to have Staffieri fired and the plan ripped up.
Days later, Edward says members of the board reneged on that plan. Instead, they fired Staffieri and at a subsequent meeting stripped Edward himself of his chairmanship.
But Edward claims the plan had the support of his sister and mother. “My mother Loretta and sister Martha in particular expressed the firm view that Mr. Natale had had more than four years to prove himself and that it was time for a change,” Edward says in the court document.
After he was ousted as chair, Edward used his control of the family trust to name five new directors to the company, who he says promptly reinstated him. “The situation had become untenable,” Edward says.
Rogers Communications Inc. says Edward is not in fact the chair and his board is invalid.
Shaw takeover at stake
Edward is petitioning the court to recognize his new board as being in rightful control of the company because the turmoil is bad for business. Rogers shares have lost about seven per cent of their value in the past week as the messy fight has gone public.
The power play comes as the company is in the midst of trying to acquire Shaw Communications for $26 billion including debt. If the deal goes through, it will be the largest successful telecom takeover in Canadian history. The importance of that deal was a major impetus for his push for new leadership, Edward says.
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“After careful consideration over this past summer, I had formed the view by September that Mr. Natale’s performance was not going to improve and I had serious concerns about his ability to lead [Rogers] following the company’s integration of Shaw,” Edward says in the court filing.
Natale has made very few public comments since the story broke, and Staffieri none, since leaving the company abruptly at the end of September.
But members of the Rogers family are saying plenty — and they’re disputing just about everything Edward is claiming.
In a statement to CBC News on Tuesday evening, Loretta Rogers, says her son’s words are a fabrication. “The claims Edward makes in his affidavit are as unfortunate as they are untrue,” Loretta’s statement reads. “Martha, Melinda and I fully and unequivocally support Joe and believe he is the right CEO to lead RCI [Rogers Communications Inc.] and successfully complete the Shaw transaction.”
Melinda, for her part, also disputes her brother’s version of events. “It is unfortunate that Edward has advanced a false narrative regarding our mother to provide cover for his misguided position to replace the independent directors of RCI by the stroke of a pen,” her statement says. “Loretta, Martha and I stand with Joe, his management team, the 24,000 employees and our customers and fans in ensuring that proper governance, in accordance with the law and our father’s wishes, is adhered to.”
Martha, meanwhile, has been yet to go on record with any members of the media on the story, but she has not held back her views on social media. She has laughed off his chairmanship, and says the saga would have been her father’s worst nightmare. “Money, power & control have gone to their heads,” she tweeted on Sunday, adding in a follow up that “Ted knew what his son was.”
She tweeted again on Tuesday, before her brother’s court documents were released.
“Ed, what we’re [sic] you thinking?” she asked.
Ed, what we’re you thinking? <a href=”https://twitter.com/hashtag/Fragility?src=hash&ref_src=twsrc%5Etfw”>#Fragility</a> <a href=”https://twitter.com/hashtag/TeamMasai?src=hash&ref_src=twsrc%5Etfw”>#TeamMasai</a> <a href=”https://twitter.com/hashtag/EdRogersSaga?src=hash&ref_src=twsrc%5Etfw”>#EdRogersSaga</a> <a href=”https://twitter.com/hashtag/WeTheNorth?src=hash&ref_src=twsrc%5Etfw”>#WeTheNorth</a>
In a follow up statement to CBC News after the court docs were released, Edward asked for privacy.
“This was an exceedingly difficult decision for me to make, as the evidence will reveal facts that do not reflect well on certain individuals,” Edward’s statement reads.
“This is a business issue. The focus should not be on our family. I ask that the media please respect our privacy during this extraordinary time.”