Monday, September 28, 2015

Carl Icahn Launches Personal Website

Carl Icahn's new personal website can be found here:

Friday, August 7, 2015

The Activist Floodgates Are Open, J.P. Morgan Says

WSJ article:

The evolving response to shareholder activism

An article written by Sidley Austin LLP, posted on covering the evolving response to shareholder activism was an interesting read.

Here is a snippet with the full article link here:

Shareholder activism with respect to public companies continued to grow last year, and there are few indications of this trend abating in the near future. Activists targeted more than 200 companies in 2014, compared to about 120 in 2010. Activist funds now have over $200 billion in assets under management, and as a class, they outperformed all other hedge fund strategies in 2014. Accompanying this strong financial performance has been a remarkable record of success in achieving their governance objectives. For example, activists last year enjoyed a 73% success rate in placing their director nominees on targeted company boards, either through full blown proxy contests or negotiated settlements. In total, activists won 197 board seats and were instrumental in replacing 19 CEOs in 2014. So far in 2015, the number of actual or threatened proxy contests is on track to exceed last year’s pace, and with a 67% success rate, activists have continued to enjoy strong results.

Thursday, July 16, 2015

Upcoming Webinar: Shareholder Activism: Investing in a Stronger Corporate America

July 2015
Shareholder Activism: Investing in a Stronger Corporate America

On Wednesday, July 29, 2015, 12:30-1:30pm EDT, Olshan will present the webinar Shareholder Activism: Investing in a Stronger Corporate America. CLE credit will be available for this complimentary program which will offer an inside look behind the scenes of the continued upsurge in shareholder activism. Headlines have been filled with stories about activist investors pressing companies for changes. Shareholder activism is arguably the greatest preoccupation of America's boardrooms. Olshan's Activist & Equity Investment practice group has been on the frontline of this wave with the largest number of activist campaigns and shareholder engagements in the space invariably over the past few years. In this webinar we will share some of our unique insights from the trenches of recent activist campaigns.

Subjects to be discussed include:
 Bolder activist campaigns target larger, sometimes well-performing companies in which activists hold smaller percentage stakes, yet continue to generate successful results 
 Changing campaign strategies, structures and mechanics have a profound impact on corporate governance and company responses to a shareholder activist campaign 
 How to effectively navigate the new context of Board/Shareholder engagement 

The presentation will end with a brief Q&A session. Feel free to email questions in advance to and

Who should be listening?
 Investors in public companies interested in activist strategies 
 Service providers, experts and observers of shareholder activism 

Olshan speakers will be Steve Wolosky and Aneliya Crawford, from Olshan's Activist & Equity Investment practice, which was recently named by the Wall Street Journal, in conjunction with FactSet SharkRepellent, the No. 1 legal advisor to activist investors in 2014. Reuters also named Olshan as one of the two top firms that "have come to dominate the activism market." 

Bruce Goldfarb of Okapi Partners, a proxy solicitation, information agent and specialty advisory firm, will join Steve and Aneliya to provide a proxy solicitor's perspective.

Steve Wolosky is a pioneer in shareholder activism and spearheaded Olshan's Activist & Equity Investment Practice more than 20 years ago. Today, he is one of the leading lawyers in the country advising hedge funds and investment partnerships on activist situations in the United States and worldwide. Steve has led over 400 proxy contests for board representation in his career, and most notably, Steve led the preeminent proxy contest of 2014 representing Starboard Value's unprecedented, "extraordinary" victory in its election contest against Darden Restaurants, Inc. The Deal Pipeline recognized Steve as one of the "best-known names" in shareholder activism, and Reuters highlighted him as a "go-to" lawyer for activist investors. The Activist Report, a monthly newsletter by 13D Monitor, describes Steve as "...a top choice of many hedge funds and activists..." noting his unparalleled experience in counseling clients on a wide variety of activist strategies. Steve also advises clients in negotiating mergers and acquisitions and hostile takeovers of public companies; represents public and private issuers of debt and equity securities, purchasers and sellers in mergers, stock and asset transactions, and investment funds in their formation, capital raising and investment transactions; and counsels corporate clients in corporate planning and structuring activities, corporate governance matters, dealings with stock exchanges, and public company compliance matters.

Aneliya Crawford advises hedge funds and other large investors in connection with shareholder activism, mergers & acquisitions and hostile takeovers. Aneliya has experience providing strategic guidance to investors on activist strategies, including proxy contests, settlement negotiations, consent solicitations, letter-writing campaigns and hostile takeovers. Aneliya has represented activist investors in connection with over a hundred major shareholder activism campaigns. Aneliya provides counsel to clients on their equity investments in public companies and represents public and private companies in mergers and acquisitions and asset purchase and stock purchase transactions.

Bruce Goldfarb is Founder, President and Chief Executive Officer of Okapi Partners. He works closely with a wide range of clients including corporations, mutual funds, activist investors and shareholder groups as well as private equity sponsors and hedge funds, in solicitation and investor response campaigns. He focuses on proxy solicitation strategy, execution for mergers and acquisitions, proxy fights and other extraordinary transactions. Prior to establishing Okapi Partners, Bruce was the Senior Managing Director and General Counsel of Georgeson Inc. (now a subsidiary of Computershare Limited), where he headed the Global M&A Advisory Group. Before entering the proxy solicitation business, Bruce was a Senior Vice President of the investment management firm, Scudder, Stevens & Clark, now a part of Deutsche Bank's Asset Management unit. He joined Scudder as a member of the Legal Department where he concentrated on transactions, including those involving mergers and acquisitions, international matters, alternative investment vehicles, off-shore funds and closed-end funds. Bruce also served as an executive officer of various closed-end funds advised by Scudder. He was the Chairman of Scudder's Proxy Review Committee and served as the point person for the Scudder Funds proxy solicitation effort relating to the acquisition of Scudder by Zurich Financial Services Group.

Click here to register for this event.

In order to receive CLE credit for the webinar you are required to click all of the participation pop-ups that will appear throughout the program. You must also be registered and view the webinar from your own computer.

This seminar has been approved in accordance with the requirements of the New York State Continuing Legal Education Board for a maximum of 1 credit hour in the area of Professional Practice/Practice Management and is appropriate for experienced attorneys only.
Olshan Frome Wolosky LLP
July 2015
Park Avenue Tower
65 East 55th Street
New York, NY 10022
TEL: 212.451.2300
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About Olshan
Olshan, a law firm based in New York, represents major businesses and entrepreneurs for their most significant transactions, problems and opportunities. Olshan's clients range from public companies, hedge, venture capital, private equity and other investment funds to entrepreneurs and private companies worldwide. Clients choose Olshan for innovative strategies and sophisticated, game-changing advice in corporate, securities law and shareholder activism, complex commercial, corporate and securities litigation, real estate, bankruptcy & financial restructuring, intellectual property and advertising. Since its founding, Olshan has offered an alternative to the AmLaw 50 law firm business model with responsive, independent and client-focused legal counsel provided by the firm's lawyers.Follow the firm on Twitter @OlshanLaw.

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Friday, June 19, 2015

Wolf Pack Activism: A Quick Look at Hedge Fund Activism

The National Law Review wrote a recent article on the highly debated topic of wolf pack activism.

Here are the charts from the article and a link below to read the article in its entirety.

Wolfpack Activism: A Quick Look - chart 1
Chart 1 shows that there were more than 100 13-D filings by activist hedge funds in each of the past 5 years. In this period, activist influence appears to have been on the rise. Not only has the success rate for proxy fights launched by activist hedge funds increased, but activists have also been targeting larger companies.

Wolfpack Activism: A Quick Look - chart 2
Chart 2 shows that, typically, activists take around 10 days after crossing the 5% threshold to file Form 13-D with the SEC. This has remained relatively stable, despite a small dip in 2012. This chart also illustrates that, as of the date of the 13-D filing, the median shareholding by activists has remained relatively constant at approximately 6%.

Wolfpack Activism: A Quick Look - chart 3
Chart 3 sheds some light on activist strategies. In order to gain some insight with respect to wolf packs, we first isolate instances where the abnormal trading volume during the waiting period was more than 10% of the target firm’s shares outstanding. We then distribute 13-D filings across three buckets -- filings that were made within 3 days of crossing the 5% threshold, filings where the waiting period was between 4 and 7 days, and filings that were made 8 or more days after crossing the 5% threshold. The chart shows that there were 8 instances between 2010 and 2014 where the abnormal volume during the waiting period was at least 10% of the target’s shares outstanding and the 13-D filing was made within 3 days of crossing the 5% threshold. As expected, the number of instances where the abnormal trading volume during the waiting period exceeds 10% is greater when one focuses on 13-D filings made 8 or more days after crossing the threshold.

Click here to read the entire article:

The Secret To Jeffrey Smith's Success At Starboard? His Father's Juice Company

A recent Forbes article chronicles activist investor Jeff Smith, of Starboard Value.


You don’t need a Wharton education to be a good investor

Starboard, which also counts Mark Mitchell and Peter Feld as co-founders, prioritizes passion and competitiveness when it hires new employees. “We look for passion, you need to love what you do,” says Smith. He adds, “you need competitiveness, some people miss that.”

“We want people who are really excited about winning; winning meaning that we make money, the stock gooes up and companies perform better. And we want people that are upset if things don’t go as well as it should. If it doesn’t bother you when an investment goes against you then there is a problem,” he says.
Full article found here:

Tuesday, June 9, 2015

Winds of Change - Activism in Japan Article from the Economist Magazine

A recent article on activism in Japan from The Economist magazine was an interesting read.

Quick Excerpt here and link to the full article below:

"Such signals from the apex of the establishment, in a place where business heeds the government more than in perhaps any other big democracy, have not gone unnoticed among corporate leaders. And the government is offering more than gestures. On June 1st its new corporate-governance code came into effect, with the aim of shaking up companies’ slothful boards by, for instance, calling on them to appoint outsiders (many have none at present). This is the first time a Japanese government has laid down detailed rules on how firms should conduct their affairs.
Mr Abe’s attempts to make companies change their ways are one element of Abenomics, his grand plan to restore vim to the Japanese economy. The corporate reforms, along with monetary easing by the Bank of Japan, are the most tangible elements so far of the prime minister’s programme. His government has stood up to pressure from the Keidanren, Japan’s biggest business lobby, which tried its best to get the code watered down."