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TuSimple co-founder and former CEO Xiaodi Hou is taking drastic measures to regain control of the autonomous trucking company, calling for a board overhaul and liquidation of its remaining cash. This move comes ahead of the company's annual shareholder meeting on Friday, where the board of directors will be decided.
Hou has been on a warpath over the past several weeks, suing TuSimple for control of his voting rights, demanding the company liquidate and return all remaining cash to shareholders, and urging courts to block TuSimple's ability to transfer funds to China. His latest move is to push shareholders to change the board, even if it means taking the fight outside the annual meeting.
In an open letter to stockholders, Hou announced plans to launch a written consent process to remove the current board directors and replace them with ones who will support liquidation. This means that even if the six incumbent board directors are re-elected at the upcoming annual meeting, shareholders who want to see change will have the option to try again.
TuSimple, on the other hand, has asked shareholders to re-elect its existing directors as well as approve a plan to stagger the board. This second proposal, if approved, would block any future attempts at removing all board members at once.
The company has been embroiled in drama since going public in 2021. The latest chapter began after TuSimple shut down its U.S. operations and delisted from the stock market at the start of 2024. The company said it planned to relaunch AV testing in China, but instead parted ways with most of the self-driving team earlier this year. Now, it appears TuSimple is angling to use its U.S. funds – investor cash that the pre-revenue, high-cost business acquired once it delisted – to pay for a new business unit in AI animation and gaming.
Hou, who was ousted from his executive positions in 2022 and resigned from the board in 2023, has been vocal about his dissatisfaction with the company's current management and direction. In his letter to shareholders, he wrote, "I write to you today not just as an investor, but as a co-founder who has poured seven years of passion, energy, and personal commitment into making TuSimple a world leader in autonomous driving. Unfortunately, under the company's current management and board of directors, the chance of achieving that vision is fading fast."
Hou estimates that liquidation could return $1.93 per share to stockholders, based on previous reporting that found TuSimple had roughly $450 million in cash remaining in the U.S. as of September. The company's stock was trading Monday on the over-the-counter securities market at $0.40.
The dispute over Hou's 27.9% stake in the company won't be solved until the first quarter of 2025, when a hearing is scheduled. Hou has argued that a 2022 voting agreement granting Chen control over his Class B shares expired in 2024, thus reverting his voting rights back to him. TuSimple and Chen have made the case that while Hou may be in possession of the shares now, he still needs to vote as Chen directs.
The outcome of this battle will have significant implications for TuSimple's future and the autonomous vehicle industry as a whole. Will Hou's efforts to take control of the company and push for liquidation succeed, or will TuSimple's current management and board prevail? The answer remains to be seen, but one thing is certain – the drama surrounding TuSimple is far from over.
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