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Share Share Article via Facebook Share Article via Twitter Share Article via LinkedIn Share Article via EmailCNBC Pro Exclusive: Keith Meister sees lines blurring between private equity and activist investorsCNBC's David Faber sits down for an exclusive interview with Keith Meister, Founder and Chief Investment Officer of Corvex Management, at the 13D Monitor Active-Passive Investing Summit.
Persons: Keith Meister, CNBC's David Faber Organizations: Corvex Management, 13D
The fund's plans and the size of its stake in News Corp could not be learned. News Corp declined to comment and Starboard did not respond to a request for comment. Starboard, which has pushed for changes at companies ranging from Salesforce (CRM.N) to Darden Restaurants (DRI.N), would struggle to shake up News Corp without Murdoch's consent. Irenic did succeed in drumming up investor opposition to Murdoch's proposed merger with his other company Fox Corp (FOXA.O), forcing him to abandon the plan. Reporting by Svea Herbst-Bayliss in New York Editing by Greg Roumeliotis and David GregorioOur Standards: The Thomson Reuters Trust Principles.
Persons: Rupert Murdoch, Lachlan Murdoch, Bing Guan, Jeffrey Smith, Rupert Murdoch's, Smith, Murdoch, Dow Jones, Irenic, Murdoch's, Lachlan, Svea Herbst, Bayliss, Greg Roumeliotis, David Gregorio Our Organizations: News Corporation, News Corp, Fox, REUTERS, 13D, Investment, New York Times Co, Darden, Corp, Irenic Capital Management, Wall Street, Fox Corp, Reuters, Svea, Thomson Locations: New York, U.S
Then, there is the life sciences services segment, which provides comprehensive sample management programs, integrated cold chain solutions, informatics and sample-based laboratory services to advance scientific research and support drug development. Activist Commentary: Politan Capital Management was founded by Quentin Koffey. This is Politan's second 13D filing and third activist campaign, all of which have been in the health-care sector. One-third of the company is cash, and investors want to know how it plans to deploy that capital. Ken Squire is the founder and president of 13D Monitor, an institutional research service on shareholder activism, and the founder and portfolio manager of the 13D Activist Fund, a mutual fund that invests in a portfolio of activist 13D investments.
Persons: Quentin Koffey, Koffey, Shaw, Brooks, Azenta, Thomas H, , Politan, Ken Squire Organizations: Politan Capital Management, Investment Group, Elliott Associates, Lee Partners, B, Companies, 13D Locations: D.E
This segment also handles the formulation, development and manufacturing for parenteral dose forms, including vials and prefilled syringes. Activist Commentary: Elliott is a very successful and astute activist investor, particularly in the technology sector. While as an activist Elliott will do whatever it feels is necessary to enhance shareholder value, in the past the firm has made significant use of the strategy of offering to acquire its portfolio companies as the best catalyst to enhance shareholder value. Like Catalent, Syneos is an outsourced pharma solutions company: It outsources R&D for pharmaceutical companies, whereas Catalent outsources manufacturing. If this does turn from a strategic review to an operational review, there is no guarantee that he keeps his job.
Persons: Catalent, there's, Elliott, Steven Barg, Frank D'Amelio, Stephanie Okey, Michelle Ryan, Johnson, Barg, Ryan, John Greisch, There's, Danaher, Alessandro Maselli, Ken Squire Organizations: Oral Technologies, Clinical, Pfizer, Rom Holdings, Bloomberg, Merck, Citrix Systems, Nielsen Holdings, Square, Veritas Capital, Syneos Health, 13D Locations: COOs, North America
Jay Clayton, former chairman of the SEC, speaks during the 13D Monitor's Active-Passive Investor Summit in New York City, U.S., October 18, 2022. In his testimony, the former Securities and Exchange Commission (SEC) chair proposed that companies with market capitalizations above $50 billion or with China-based revenues or costs above $10 billion unveil their exposure to the world's second biggest economy. He also recommended those companies explain how their operations would be affected in the event of a disruption in U.S.-China economic ties. Clayton's views as the former SEC chair still carry weight among Washington policymakers, though he is no longer in government. If the level of risk is decreased, they will invest," he said, adding more disclosure would reduce systemic risk.
Persons: Jay Clayton, Brendan McDermid, Cromwell, Clayton, Jim Chanos, Anne Stevenson, Yang, Donald Trump's, Carolina Mandl, Michelle Price, Chizu Organizations: SEC, REUTERS, Sullivan, Big U.S, Chinese Communist Party, Wall, Securities and Exchange Commission, Thomson Locations: New York City, U.S, Big, China, Wall Street, Washington, York, New York
Its restaurant portfolio includes Outback Steakhouse, Carrabba's Italian Grill, Bonefish Grill and Fleming's Prime Steakhouse & Wine Bar. But a better opportunity might be their hidden gem in the 150 Outback restaurants in Brazil. As for Starboard, the firm has had extensive success at both Papa John's and Darden, but in strikingly different ways. Papa John's was a very amicable engagement in which Starboard was invited onto the board and worked with management to create extensive shareholder value. If management is smart, they will view Darden as a warning, and Papa John's as the opportunity.
Persons: David C, George, Bloomin, outperforming Darden, Jeff Smith, Papa John's, Chris, Del Frisco's, accretive, Jana Partners, John P, Gainor, Lawrence V, Jackson, Jana, Papa, Darden, Ken Squire Organizations: Brands, Wine, Papa John's, Darden, Texas Roadhouse, LongHorn Steakhouse, Texas, Fogo De Chao, 13D Locations: United States, BLMN, Fogo De, Brazil
Activist Commentary: Elliott is a very successful and astute activist investor, particularly in the technology sector. Constellation Brands produces and markets beer, wine and spirits, but it's essentially a beer company with 85% of its revenue coming from beer sales. Moreover, it is not just a niche beer business anymore. First, the company has traded at a discount because of the dual-class share structure that allowed the Sands family to control Constellation. This leaves a core beer business that can now be operated without unnecessary distractions.
Persons: Elliott, William T, Giles, , Luca Zaramella, Sands, Bill Newlands, Rob Sands, missteps, Ken Squire Organizations: Constellation, Mondelez, Constellation Brands, Modelo Especial, Anheuser, Busch, Modelo, Coors, Budweiser, Eastern Seaboard, 13D Locations: COOs, U.S, Mexicali, Mexico
Business: Mercury Systems is a manufacturer of essential components, products, modules and subsystems. On July 6, Bill Ballhaus, Mercury Systems' interim president and CEO, was also named chairman. Mercury Systems has been a successful manufacturer of small electronic components with many favorable attributes. Further, unlike many peers, it pays for its own R&D, making Mercury Systems more nimble and allowing it to have higher operating margins. In June 2022, Jana and Starboard each won a seat on the company's board: Bill Ballhaus (Jana) and Howard L. Lance (Starboard).
Persons: it's, Jana, Barry Rosenstein, Rosenstein, Scott Ostfeld, Gerard J, DeMuro, Roger A ., Bill Ballhaus, Starboard's 13D, Howard L, Ballhaus, Ozzy Osbourne, Steven Tyler, Ken Squire Organizations: Mercury Systems, U.S, Starboard's, Computer Sciences, 13D Locations: U.S
Business: Algonquin Power is a renewable energy and utility company that provides energy and water solutions and services in North America and internationally. Algonquin Power is a utility company based in Canada with most of its assets in the United States. Instead, the acquisition would have added to an already over-leveraged balance sheet, putting Algonquin Power in an even less stable financial position. So, companies like Algonquin Power will close facilities and retire equipment and build new facilities and buy new equipment that can be added back into the rate base. Algonquin Power is a holding in the fund.
Persons: Arun Banskota, Ken Squire, Squire Organizations: Algonquin Power, Algonquin Power's, Kentucky Power, Federal Energy Regulatory, JPMorgan, 13D, Algonquin Locations: Algonquin, North America, Canada, United States, EBITDA
Business: Clear Channel Outdoor is an out-of-home advertising company that offers a variety of advertising services, including through billboards, street furniture displays, transit displays and airport displays. Activist Commentary: Legion is an activist investor whose managing directors are Chris Kiper, previously of Shamrock Activist Value Fund, and Ted White, previously of European activist fund Knight Vinke. Clear Channel effectively has two business lines – Americas and Europe, each with very different business models and valuations. Moreover, since this strategic review of Europe began in December 2021, Clear Channel has announced the sales of businesses in Italy, Spain and Switzerland. CCO first announced its strategic review of the European business in December 2021 and very little has come to fruition.
Persons: Chris Kiper, Ted White, Knight Vinke, Legion, CCO, CCO's underperformance, Ken Squire Organizations: Clear, Value Fund, Legion Partners, Europe, Legion, 13D Locations: U.S, Europe, Americas, iHeartMedia, Italy, Spain, Switzerland, America
Morris's employment agreement does not have such a provision. Section 7 of his employment agreement governs non-competition and non-solicitation. Basto resigned from Freshpet's board, effective May 31, according to a filing with the Securities and Exchange Commission. Jana attempted to address this by talking to Freshpet about improving corporate governance and adding new directors identified by Jana to the board. The Freshpet board should have looked at this as a gift from heaven.
Persons: Jana Partners, Freshpet, Jana, Scott Morris, Laurence Tribe, Morris, Richard Kassar, J, David Basto, Olu Beck, Basto, Jana directors, , Shakespeare, Ken Squire, Squire Organizations: Hive Brands, Freshpet, Company, Securities and Exchange Commission, Institutional, Services, 13D Locations: Freshpet, Delaware
Activist Commentary: Elliott is a very successful and astute activist investor, particularly in the technology sector. In January 2017, the firm filed a 13D on NRG with a plan centered around operational improvements and portfolio actions. As part of its plan, Elliott suggested that NRG focus on its core businesses by reducing costs, monetizing non-core assets to simplify its portfolio and paying down debt. To effectively oversee this plan, Elliott believes that the board needs new independent directors with expertise in the power and energy industry. "Strong management will be key to the success of the Repower NRG Plan," and "significant changes are needed."
Persons: Elliott, Vivint, Jim Collins, Collins, Ken Squire Organizations: NRG, 13D Locations: COOs, Texas
Business: Shake Shack owns, operates and licenses Shake Shack restaurants, which offer hamburgers, chicken, hot dogs, crinkle-cut fries, shakes, frozen custard, beer, wine and other products. Shake Shack entered a cooperation agreement with Engaged. Over the past 20 years, he and his team have developed one of the greatest casual hamburger chain restaurants in the country, Shake Shack. They took Shake Shack public in 2015 with 63 restaurants and have expanded to 436 restaurants in eight years. As a public company, Shake Shack has significantly underperformed both the market and its peers.
To implement its plan, Elliott is recommending adding five new directors to the board. Six members of the 12-person board (including CEO Richard Kramer) have served on the board for 11+ years. This, along with the underperformance and tenure of many directors makes for a compelling case for serious board reconstitution. Based on its history, we would expect this to be a diversified and qualified group of industry and professional directors with one Elliott executive. Elliott right now is working amicably with management and recommending potential directors as opposed to threatening to nominate their own slate of directors.
In this videoShare Share Article via Facebook Share Article via Twitter Share Article via LinkedIn Share Article via Email'The ultimate stock pickers are activists', says 13D's Kenneth Squire after Shake Shack's stock popsKenneth Squire, 13D Monitor founder and president, joins 'Closing Bell Overtime' to discuss the recent Wall Street Journal report that activist investors are planning a proxy battle at Shake Shack prompting the stock to jump.
Business: Clarivate is a global information, analytics and workflow solutions company. Activist Commentary: Impactive Capital is an activist hedge fund founded in 2018 by Lauren Taylor Wolfe and Christian Alejandro Asmar. Impactive Capital is an active ESG (AESG) investor that launched with a $250 million investment from CalSTRS and now has over $2.5 billion. Impactive focuses on positive systemic change to help build more competitive, sustainable businesses for the long run. As with many SPAC companies, there were valuation, corporate governance and compensation incentive concerns at Clarivate.
Farallon is not an activist investor but will pursue an activist agenda when it feels forced to do so. As the strategy of shareholder activism has become more mainstream, it has been utilized by a larger breadth of investors. The firm has been a shareholder of Exelixis since 2018 and is just now going public with their concerns. Farallon would also like to see Exelixis commit to a much larger share repurchase program than the $550 million it has announced. Farallon is nominating only three directors to this board, and it befuddles us as to how Exelixis does not see this as a gift.
It operates through the following segments: Methanol U.S., Methanol Europe, Nitrogen U.S., Nitrogen Europe and Fertiglobe. It will be a state-of-the-art facility at the forefront of blue ammonia production and is expected to come online in 2025 and produce 1.1 million tons of blue ammonia annually. This facility will combine nitrogen with blue hydrogen to create blue ammonia. It is considered "blue" ammonia because the carbon emissions produced from the hydrogen production process are captured and stored. Second, this blue ammonia will be sold through an ammonia terminal at the port of Rotterdam that OCI owns and operates.
Business: FleetCor is a business payments company that helps businesses spend less by enabling them to manage their expense-related purchasing and vendor payments processes. Additionally, the company agreed to form an ad hoc strategic review committee to assist the board as it considers various strategic alternatives. Shaw agreed to abide by certain voting and standstill restrictions. FleetCor is a business payments company with four main business lines: fuel, corporate payments, tolls and lodging. Shaw settled for two board seats and the company agreed to undertake a strategic review, including the possible separation of one or more businesses.
As a pioneering activist ESG investor (AESG), Inclusive seeks long-term shareholder value through active partnership with companies whose core businesses contribute solutions to this pursuit. Their primary focus is on environmental and social value creation, which leads to shareholder value creation. They build communities that are mixed tenure, placing affordable housing among open market homes, retail stores, etc. This model has the benefits of a secular shift to affordable housing and is capex light since they do not have to acquire the land. But, in this case the community benefits align so perfectly with the company growth prospects – topline company growth means more affordable housing.
However, Icahn has had extensive activist experience at health-care companies. Since the acquisition closed in August 2021, Illumina's stock price fell by 57% from $522.89 to $225.88, eliminating $47 billion of shareholder value. Icahn's nominees have significant restructuring, corporate governance, M&A, capital markets and legal experience — five things the company desperately needs. Moreover, even after this battle started, they did not add anyone with legal experience to the board. Now, when Icahn suggests they add to the board Jesse Lynn, general counsel to Icahn Enterprises with 27 years of legal experience, the board responds that he lacks the relevant skills and experience.
In this videoShare Share Article via Facebook Share Article via Twitter Share Article via LinkedIn Share Article via EmailSalesforce losing leverage as activist investors expand board numbers, says 13D Monitor's Kenneth SquireKen Squire, founder and president of '13D Monitor,' joins 'The Exchange' to discuss activist investors' involvement in Salesforce, the potential upside of Salesforce's margins and what's behind Salesforce's proxy battle.
As an example, in April 2019, ABB chairman Peter Voser stepped in as interim CEO of ABB. She would receive this $18 million regardless of how long she served as interim CEO. Ultimately, she served as interim CEO for a full seven months for the $18 million. The Nash-led BBWI board is now doing whatever it can to protect itself from having a shareholder representative on the board. If this goes the distance, we believe Third Point will show the BBWI board how powerful a good argument is.
Share Share Article via Facebook Share Article via Twitter Share Article via LinkedIn Share Article via EmailThird Point's Dan Loeb initiates proxy fight against Bath & Body WorksKen Squire, 13D Monitor Founder and President, joins 'Closing Bell' to discuss Dan Loeb, Third Point CEO, initiating a proxy fight against Bath & Body Works, the reasons behind the fight and the atmosphere for activist investors.
Big-name investors and hedge funds made moves in Club holdings Disney (DIS), Nvidia (NVDA) and TJX Companies (TJX) in the fourth quarter. Starboard's position stood at 3.03 million shares — valued at $401.22 million — at the end of the fourth quarter, according to the firm's 13F. Inclusive's 1.63 million shares were worth $216.77 million and ValueAct's 560,221 shares carried a market value of $74.28 million. CRM YTD mountain Salesforce (CRM) YTD performance In addition to Salesforce, a number of other Club holdings appeared in hedge funds' quarterly disclosures. Some of the activists swarming at Salesforce have positions in other Club holdings and made changes to them during the fourth quarter.
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