Company Report
Last edited 2 months ago
PerformanceCommunity EngagementCommunity Endorsement
ranked
#21
Performance (53m)
9.1% pa
Followed by
82
Straws
Sort by:
Recent
Content is delayed by one month. Upgrade your membership to unlock all content. Click for membership options.
#Management
Added 2 months ago

Former Dicker Data CEO David Dicker claims he was forced out by ex-wife Fiona Brown in board battle

JOHN STENSHOLT

Billionaire David Dicker was turfed from his IT distribution business by ex-wife Fiona Brown and a board that he claims suspended him for “false” bullying allegations after he tried to implement an executive reshuffle designed to arrest declining growth.

Mr Dicker left Dicker Data in sudden and previously unreported circumstances in May, stepping down from his chairman and chief executive role after founding the company in 1978 and building it into a $1.8bn ASX success story.

He says the move happened after an emergency board meeting was called by Ms Brown and other Dicker Data directors in late April, immediately after which he says he was blocked from his company email account and had his corporate credit cards frozen.

Mr Dicker says this was due to bullying allegations against him relating to long-time Dicker Data chief operating officer and executive director Vlad Mitnovetski, and came three days after he, as then chairman and CEO, attempted to make executive changes.

Mr Dicker’s suspension was never announced to the ASX.

He denies bullying any Dicker Data executives or board members.

On May 16, Dicker Data said Mr Dicker was stepping down “to pursue other interests” and that Ms Brown - now the company’s biggest shareholder and also a member of The List - Australia’s Richest 250 - would become executive chair.

On September 3, Mr Dicker sold his remaining shareholding for $250m, ending a 47-year connection with the company that still bears his name.

“They didn’t want someone coming in every month saying, ‘look, we’re not doing well enough. We have to do better’,” Mr Dicker told The Australian.

“But the thing that really pisses me off is I had about 16 per cent of the company by then and they could have said, ‘we’ve had enough of you, we don’t like you and you’re out.’ They could have voted me [off the board], and I would have had to accept that. But they went for this other stuff instead,” meaning the bullying allegation.

Mr Dicker says the issues he had at the company stem back to early 2024, when at a January board meeting he raised concerns about the company’s relatively poor sales and profit performance.

“The bargain you make when you go to the public markets is growth in sales and profits. In a business like Dicker Data that means about 10 per cent each and every year. If you don’t do that, you will be punished,” Mr Dicker said.

For 2024, Dicker Data posted a 2.9 per cent increase in annual revenue to $3.4bn and $150.4m in EBITDA, down 0.2 per cent. Revenue in 2023 of $3.3bn was a 5.6 per cent increase, and EBITDA of $150.7m represented a 16 per cent rise.

Dicker Data’s share price hit a record $15.46 in November 2021, but had slid for much of the next 18 months before picking up in the second half of 2023.

Mr Dicker says he raised concerns with his board constantly throughout 2024. “I expressed frustration at these meetings. It wasn’t very pleasant. Although at no time did I raise my voice or abuse anyone personally, or individually. My thoughts were always addressed to the entire board.”

David Dicker now spends much of his time in New Zealand, where he has his Rodin Cars business. Picture: Kurt Langer

By April this year, Dicker says he decided to make changes.

He says he emailed Ben Johnson, the company’s general manager for marketing and strategy, to make him sales and marketing manager, and moved Yasser Elgammal from his vendor, sales and customer facing roles into a position as Mr Mitnovetski’s operations assistant.

Dicker also alleged Mr Mitnovetski and Mr Elgammal had been running a property business together on the side. Property records show Mr Mitnovetski and Mr Elgammal have spent almost $11m buying properties together in Sydney’s Randwick in the past five years.

Ms Brown, Dicker Data and public relations representatives of the company did not respond to a list of questions sent by The Australian.

Mr Dicker says he has unsuccessfully tried to access the minutes of the late April board meeting he was locked out of. He claims he was never told on what grounds he was suspended. “I was completely cut off with no explanation or reason.”

Ms Brown rejoined the company in a management role for the first time in two decades - she maintained a non-executive director position for that entire time.

She helped Mr Dicker found the business in 1978, and was general manager for more than 25 years, running day-to-day operations through to 2004.

In hindsight, Mr Dicker says the maneuvering may go back to the deal he had with Ms Brown before they floated the company on the ASX in January 2011. A block agreement they struck allowed him to vote her shares, meaning he always had a majority say.

But what he calls a “technical infringement” - he sold some shares on the market and supposedly did not give Ms Brown the first right to buy them - allowed her to end the arrangement.

It was to prove costly to him this year.

Dicker founded Dicker Data in 1978 and listed it on the ASX in 2011. Picture: Sam Mooy

Dicker Data was formed in 1978 after Mr Dicker had dropped out of school and worked in refrigeration mechanics and at his father’s business building roof trusses, where Ms Brown had also been hired.

The pair later married and formed their computer business after he travelled to America and sourced a supply of new microcomputers from a now defunct company called Vector Graphic. They had an initial aim of selling 10 computers a month in Australia and even spent part of the 1980s trying to build their own personal computer business.

That did not work, but Dicker Data picked up business by selling and distributing technology hardware, software and later cloud products in Australia for big names such as Cisco, Citrix, Dell, Lenovo, and Microsoft.

Ms Brown left her full-time role at Dicker Data in 2004 when revenue was about $120m and net profit roughly $1m, and Mr Dicker claims she was opposed to the ASX float.

Growth was steady after the listing but the share price trebled in 2019 and doubled again by the end of 2021 as demand for computers and IT equipment surged.

As Dicker Data’s shares began to rise, so did the value of Ms Brown’s shareholding, which she maintained while Mr Dicker sold portions over the years.

In 2021, he sold a $42m parcel used to fund buying a second-hand Bombardier Global Express XRS private jet and in March 2024 offloaded a $200m stake to help fund his divorce from another ex-wife, Delwyn Dicker.

A further $67m sale this year was also attributed to that divorce, by which time he had 16 per cent of the company. Ms Brown holds 47 per cent.

Dicker Data’s annual revenue is more than $3.5bn. Picture: Monique Harmer

Mr Dicker says he and Ms Brown had at least been on speaking terms before the crucial April board meeting, though had not always seen eye-to-eye on company strategy and executive pay.

In an ASX statement released when it was revealed he was stepping down in May, Mr Dicker said in part: “As I embark on new ventures, I have full confidence that the leadership team that we put together some years ago will continue to drive the company forward with the same passion and dedication.”

In Ms Brown’s chair’s address to shareholders at the company’s annual meeting on May 21, she took “the opportunity … to thank my predecessor and co-founder, David Dicker, for his leadership and contribution”.

Ms Brown also noted Dicker Data had relatively strong year to date sales compared with a “soft” period a year earlier but that was expected to “moderate over the remainder of FY25”.

As for Mr Dicker himself, he chooses his words carefully when describing what the company will be without him. “Dicker Data is a very big company. It is not going to fall apart. But look, we should be pretty close to $5bn revenue now. They were talking about $3.6bn this year.”

When asked if he feels hurt about his departure, Mr Dicker says: “Well, obviously I was kind of pissed off at the time. But one of the advantages you get when you’re older is that it gets easier to deal with crap.”

He says he will now concentrate on his Rodin racing and high performance cars business in New Zealand, is trading shares on Wall Street where he says he made a $50m profit last year and plans some data centre investments.

He has no plans to speak to Ms Brown again.

“I’ll just carry on. As they say, the best revenge is living well. And I live well.”

#Industry/competitors
stale
Added 2 years ago

Interesting point from Wesfarmers's strategy day (re Officeworks) which has impacts for DDR and DTL.

"With the rise of AI, management noted that AI-enabled personal computers will be hitting the market in the next few months, and both Officeworks and its suppliers are of the view that this will lead to a major replacement cycle over the coming years."

#Founder shares
stale
Added 2 years ago

David Dicker now claiming his ex-wife’s shares

David Dicker may be the Australian business magnate whose antipodean absence and general low profile we most rue.

The Dicker Data founder and CEO – who looks more like Colonel Sanders with every passing year – upped sticks and moved to the liberal utopia that is Dubai in 2019 because Australia was (even then) an “authoritarian shithole”.

He’s dumped stock to fund the purchase of a private jet. He signs all his disclosure forms from Apartment 702 of Dubai’s pricey Kempinski Hotel. And his main passion these days seems to be getting his Rodin motorcars into Formula 1,which he tried and failed to do last year.

If only for the colourful copy, we should pay him more attention. And what better way to start than with his second, recent divorce and the spot of capital reallocation it’s forced.

David Dicker is a permanent resident of Dubai’s Kempinski Hotel. 

At his eponymous ASX-listed hardware distributor Dicker Data, Dicker last week sold 18.3 million shares, citing a divorce settlement. The sale, which presumably netted ex-wife Delwyn Dicker some $200 million, was secured via a Barrenjoey block trade at $10.90 a pop, and represented some 10.2 per cent of the company’s issued capital.

Dicker still owns, his most recent 3Ys suggest, most of Dicker Data. But shareholders needn’t fear any more sales, given he has a six-month escrow on his remaining holdings.

But what are those?

His filings say Dicker speaks for 97 million shares. That includes a “relevant interest” in 55 million shares long held by his other ex-wife. Nonetheless, Dicker Data co-founder and director Fiona Brown “does not enjoy any power to vote in respect of the shares unless she becomes CEO of the company”, by virtue of a bloc agreement entered into in 2010.

The 3Y notices also refer to sections of the Corporations Act that define “relevant interest” as having the right to both vote and sell shares, suggesting Dicker sees Brown’s shares as his in every way that counts.

While the bloc agreement is almost 15 years old, reference to it in Dicker’s director interest statements is relatively recent, having first been made in June last year. And Brown, who files her own notices, doesn’t seem on board.

Three of her 3Ys, the last of which was lodged in December, state that: “Ms Brown considers that the bloc agreement is of historical relevance only [and has] ceased to be legally binding on the parties”. As a result, the 3Y notices explain, she doesn’t include Dicker’s shares in her relevant interests, and doesn’t think he has any relevant interest in hers.

This bloc agreement was discussed in Dicker Data’s prospectus. As described, it bound Dicker Data’s non-CEO founder (that is, Brown) to follow the voting recommendations of its CEO founder (that is, Dicker), while also giving both Dicker and Brown first right of refusal on the other’s share sales and transfers.

Brown clearly views the whole thing as “historical” and thus moot. And Dicker, evidently, disagrees, and told this newspaper last year that if he lost control of Dicker Data he’d “probably leave”.

This is no quibbling dispute. It affects shares worth $592 million, or a bit less than a third of the company. Dicker Data’s annual reports, including the most recent released in February, have long counted Brown as a separate, significant shareholder. And yet, recently, and as he completes his second divorce, Dicker has started prominently telling shareholders all his ex-wife’s shares might as well be his!

We asked Dicker Data if the dispute over who has a relevant interest in the shares had been resolved, and whether Dicker’s escrow applies to the shares actually owned by Brown. We didn’t hear back.

The last annual report also reveals Dicker was, in FY23, a debtor to the company he founded. For example, Dicker Data Financial provided Dicker with $524,968.91 at “arms length commercial rates”, which he had repaid by January 24 this year.

Brown’s transactions with the company were on the other side of the ledger. She advanced Dicker Data a short-arm loan of $20 million at some point during 2023, for which she was paid “commercial market” interest of $398,213.92.

Do you think Dicker could have just asked her for the cash and kept it off the company’s books? Suppose, for as long as he’s claiming her shares, and she disagrees, that’s not really an option.