2011 mid-year shareholder activism update 3 mid-year shareholde… · 2011 mid-year shareholder...
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HEDGE FUND SOLUTIONS 2011 MID-YEAR SHAREHOLDER ACTIVISM UPDATE
JANUARY 1, 2011 – JUNE 1, 2011
COMMENTARY Many shareholder activism experts, public company executives, board members and activist investors expected shareholder activism to surge once again in 2011. With growing support from pension funds, a burgeoning M&A environment, excessive cash on companies’ balance sheets, and a slew of new corporate governance reforms coming out of Washington, most factors were certainly pointing in that direction. Thus far, the era of Dodd-Frank reform has yielded no such result. By contrast, according to data compiled from Hedge Fund Solutions’ weekly research on activist investing [Catalyst Equity Research Report], activism is actually down for the first 5 months of 2011 compared to that of 2010. Within the referenced period, the number of companies targeted by activists has fallen 15% to 142 so far this year. While it is clear that shareholder activism has fallen, there remains a lack of credible explanation for this. For one, it could very well be that the corporate governance reforms enacted and pending were over-hyped. It could also be that stock volatility and concerns about the economy have made investors wary about getting involved in multi-year investment campaigns. Whatever it may be, one should certainly not dismiss 2011 as an uneventful year for activism. Indeed when we look beyond the contested elections that culminated in a shareholder vote, we see that much more is happening behind the scenes than what is upfront and apparent. 2011 should be seen as the year that activism moved further away from the public limelight and inside the boardroom. Although 25 campaigns concluded with a shareholder vote so far (12 of these involved dissidents seeking board representation), 27 concluded with a settlement agreement between the activist and board of directors of the target company. In our opinion, this is a sign that both sides have become more adept at managing shareholder activism, knowing when best to concede, negotiate or fight.
166
142 137
93
0 20 40 60 80 100 120 140 160 180
2010 2011
Number of Targets and Activists 5 Months Ending June 1
Targets
Activists
65
27 25
10
0 10 20 30 40 50 60 70
Current Campaigns
Settlements Shareholder Vote
Withdrawn
2011 Activist Campaigns January 1, 2011 -‐ June 1, 2011
Targets
Note: In general, this data reflects shareholder demands and binding shareholder proposals from investors owning at least 5% of a target company’s stock. This data does not include non-binding shareholder proposals such as say-on-pay, majority voting, board de-classification and poison pills.
Most Active Activist Investors
January 1, 2011 – June 1, 2011
1. Bulldog Investors – 9 Companies Targeted
(Investment Focus: Closed-‐End Funds)
2. Joseph Stilwell – 8 Companies
(Investment Focus: Thrifts/Banks)
3. Discovery Capital – 7 Companies Targeted
4. Financial Edge/PL Capital – 6 Companies
(Investment Focus: Thrifts/Banks)
5. Carl Icahn – 5 Companies Targeted
6. Starboard Value – 4 Companies Targeted
(Formerly Ramius Capital)
7. Western Investment – 4 Companies
(Investment Focus: Closed-‐End Funds)
8. Elliott Advisors – 3 Companies
9. Lawrence Seidman – 3 Companies
10. Norman Pessin – 3 Companies
52
17
26
69
14
Breakdown of Activist Demands January 1, 2011 -‐ June 1, 2011
M&A
Operational
Financial
Governance
Not Disclosed
9
16
27
0
5
10
15
20
25
30
Activist Wins Management Wins Settlements
Shareholder Vote Results Compared to Settlements January 1, 2011 -‐ June 1, 2011
Shareholder Vote
Target Ticker Market Cap Activist(s) Ownership Demand Meeting Date
AEP Industries AEPI $184M JMB Capital Partners 10.00% Explore a buyout Not scheduled
AEP Industries AEPI $184M KSA Capital 15.10% Explore a buyout Not scheduled
Allied Healthcare International AHCI $109M Octavian Advisors LP 6.00% Explore unexploited growth opportunities June 14, 2011
Americana Bancorp ASBI $14M Financial Edge Fund 5.40% Reduce overhead expenses, non-performing assets, and impact of credit losses; better manage capital structure Not scheduled
Liberty All Star Growth Fund ASG $131M Bulldog Investors 11.91%
Intended to nominate 2 individuals for election, to submit two proposals to terminate an advisory agreement and give shareholders an opportunity to realize NAV for their shares
June 30, 2011
ATS Corporation ATSC $91M LC Capital 21.00% Implement majority vote standards for uncontested elections Not scheduled
ATS Corporation ATSC $91M Osmium Special Situations Fund 21.08% Declassify board to allow for the annual election of all directors Not scheduled
Barrett Business Services Inc. BBSI $145M Kimberly Jacobsen Sherertz 26.20% Suggested expanding board from 6 to 9; elect Sheretz as director Not scheduled
BCSB Bancorp Inc. BCSB $43M Financial Edge Fund 9.80% Elect 1 representative Not scheduled
Bitstream Inc. BITS $59M Columbia Pacific Opportunity Fund 19.55% Columbia Pacific is exploring a transaction to acquire all remaining shares of BITS June 8, 2011
Barnes & Nobel BKS $1.1B Yucaipa Companies 19.80% Increased ownership; improve corporate governance; explore various strategic alternatives Not scheduled
BluePhoenix Solutions Ltd BPHX $29M Prescott Group Capital 25.60% Discussing value improvement with management Not scheduled
BlackRock Municipal 2018 Term Trust BPK $247M Brooklyn Capital Management 1.87% Elect 1 Brooklyn Capital representative (Brooklyn is managed by Bulldog Investors) July 28, 2011
BlackRock New York Municipal Bond Trust BQH $41M Bulldog Investors 22.60% Redeem all outstanding auction rate preferred shares; elect 1 Bulldog representative July 28, 2011
Avis Budget Group CAR $1.8B Senator Investment Group 7.24% Plan on engaging with management to explore strategic alternatives Not scheduled
Cryo-Cell International, Inc. CCEL.OB $35M Ki Yong Choi 18.60% Elect 6 representatives Not scheduled
Cryo-Cell International, Inc. CCEL.OB $35M David Portnoy 14.40% Elect 5 representatives Not scheduled
Concurrent Computer Corp. CCUR $55M Skellig Capital Management 5.96% Implement a $7.5M Dutch Tender Offer June 29, 2011
Constellation Energy Partners LLC CEP $59M Investment Partners Asset Management 1.30% Resume quarterly dividend distributions Not scheduled
China Hydroelectric Corp CHC $230M NewQuest Asia Fund 25.30% Intends to work with management to maximize shareholder value Not scheduled
Clorox Co. CLX $9.4B Carl Icahn 9.80% Supports a share repurchasing program Not scheduled
California Pizza Kitchen Inc. CPKI $452M Clinton Group 5.10%
Explore other alternatives to maximize shareholder value besides a sale to Golden Gate Capital (eg. a leveraged recapitalization, self tender-offer, management succession plan); improve corporate governance
Not scheduled
2011 Current Activist Campaigns (As of June 1, 2011)
Current Campaigns
Target Ticker Market Cap Activist(s) Ownership Demand Meeting Date
2011 Current Activist Campaigns (As of June 1, 2011)
Carter's Inc. CRI $1.7B Berkshire Fund 13.20% Intends to communicate with management; explore strategic activities; assess balance sheet Not scheduled
Crown Crafts, Inc. CRWS $47M Wynnefeld Partners 17.00% Elect 1 Wynnefield representative August 9, 2011
CryptoLogic Inc. CRYP $24M Amaya Gaming Group 7.44% May consider a strategic transaction with CRYP Not scheduled
RG Barry Corp DFZ $123M Mill Road Capital 5.80% Examine a tender offer to go private; increased ownership Not scheduled
Dover Motorsports DVD $73M Marathon Capital 12.70% Explore a sale Not scheduled
Eureka Financial Corp. EKFC.OB $16M Joseph Stilwell 9.50% Prevent the dilution of tangible book value; hopes to work with management Not scheduled
EMS Technologies Inc. ELMG $398M MMI Investors 7.70% Elect 4 MMI representatives; explore a sale June 30, 2011
Endwave Corp. ENWV $20M Steel Partners 6.60%Examine proposed merger of ENWV with GigOptix, Inc. to prevent or limit the resulting devaluation of ENWV's NOLs
Special meeting on June 17, 2011
Evolving Systems, Inc. EVOL $75M Karen Singer 22.90% Sell Numbering Solutions business to NeuStar, Inc. June 23, 2011
Federal Dollar Stores, Inc. FDO $6.4B Trian Fund 7.89% Seeking to acquire the company for $55 to $60/share Not scheduled
FutureFuel Corp FF $545M Osmium Special Situations Fund 15.68% Plans to work with management to maximize shareholder value Not scheduled
North Central Bancshares Inc. FFFD $23M PL Capital 8.30% Explore a sale; communicate operating strategy Not scheduled
Federated Premier Intermediate Municipal Income Fund FPT $90M Bulldog Investors 31.26% Plan to nominate and vote for one representatives as
Trustee Not scheduled
Cedar Fair LP FUN $1.1B Q Funding 18.10% Delay annual meeting to allow for shareholder nominations; increase dividend distributions July 7, 2011
Fox Chase Bancorp, Inc. FXCB $191M Lawrence Seidman 7.00% Discussing with management; may seek board representation Not scheduled
Greater China Fund GCH $385M City of London Investments Group 29.90% Close stock's discount to NAV June 10, 2011
Harvard Illinois Bancorp, Inc HARI.OB $7M Joseph Stilwell 9.10% Increase return on equity; explore a sale Not scheduled
Home Federal Bancorp of Louisiana HFBLD $39M Joseph Stilwell 7.90% Work with management to maximize shareholder value; increase dividends; repurchase shares Not scheduled
Invesco Quality Municipal Investment Trust IQT $177M Bulldog Investors 17.56% Elect 1 representative; redeem all outstanding auction rate preferred shares Not scheduled
ITEX Corp. ITEX.OB $14M Polonitza Group 14.30% Improve profitability; increase franchise locations; improve corporate governance and profitability Not scheduled
LaBranche & Co LAB $163M Summit Capital Management 6.80% Reject company's merger proposal with Cowen Group Special meeting on June 15, 2011
LNB Bancorp. LNBB $45M Umberto Fedeli 7.11% Reduce board size; change board roles; larger ownership by management Not scheduled
Lawson Software Americas, Inc. LWSN $1.8B Carl Icahn 10.80% Supports $11.50/share sale to Golden Gate Capital Special meeting on June 29, 2011
Macquarie/First Trust Infrastructure/Utilities Div&Inc Fund MFD $143M Western Investment 5.00% Close discount to NAV; improve corporate governance Not scheduled
Current Campaigns
Target Ticker Market Cap Activist(s) Ownership Demand Meeting Date
2011 Current Activist Campaigns (As of June 1, 2011)
99 Cents Only Stores NDN $1.4B FBR Capital Markets Corp. 5.44% Raise $19.09/share going-private transaction to the $21.75 - $23.50/share range Not scheduled
Northeast Community Bancorp NECB $88M Joseph Stilwell 8.40%Examine board compensation; reconsider geographic expansion; increase dividends; improve corporate governance
Not scheduled
National Technical Systems NTSC $63M Sandler Capital Management 8.09% Increased ownership; explore a sale Not scheduled
National Technical Systems NTSC $63M Lin Jack 22.00% Intends to nominate 3 individuals to the board to explore a sale Not scheduled
OpenWave Systems Inc. OPWV $199M Starboard Value 6.10% Increased ownership Not scheduled
Overland Storage Inc. OVRL $48M Clinton Group 16.80% Discussing with management June 14, 2011
Polonia Bancorp PBCP.OB $18M PL Capital 18.80% Examine a "second-step" transaction Not scheduled
P&F Industries PFIN $16M Lawndale Capital 9.95%Reject executive bonus plan; Withhold vote for Mitchell Soloman; explore strategic alternatives; reduce compensation; improve board independence
Not scheduled
RadNet, Inc. RDNT $169M Red Mountain Capital 5.80%Maintain dialogue with management regarding operations, strategy, capital structure, and corporate governance
June 16, 2011
Red Lion Hotels Corp RLH $146M Columbia Pacific Opportunity Fund 23.57% Increased ownership; explore sale of entire company Not scheduled
Scott's Liquid Gold SLGD.OB $5M Timothy Stabosz 5.00%Reconstitute compensation committee; change board structure and roles; remove poison pill; examine potential bids
Not scheduled
The Ibero-American Fund SNF $65M City of London Investments 18.90% Support BBVA proposal to liquidate the fund; close discount to NAV Not scheduled
SP Bancorp Inc. SPBC $21M Joseph Stilwell 9.40% Plans to work with management to increase shareholder value Not scheduled
Sunshine Financial SSNF.OB $14M Joseph Stilwell 9.70% Intends to work with management to maximize shareholder value Not scheduled
Tier Technologies Inc. TIER $85M Discovery Group 14.80% Explore a sale Not scheduled
TS&W Claymore Tax-Advantaged Balanced Fund TYW $178M Western Investment 7.10% Commenced a tender offer to puchase up to 1M shares of common stock; elect 4 representatives Not scheduled
Vermillion, Inc. VRML $76M Manchester Management Co. 9.20% Remove poison pill; allow for shareholder special meetings; improve corporate governance June 6, 2011
Wolverine Bancorp WBKC $37M Joseph Stilwell 9.20% Encourage management and the board to pay dividends and repurchase shares Not scheduled
LECG Corporation XPRT.PK $2M T2 Partners 5.24% Outright sale of entire company, as opposed to the sale of only several practices Not required to file with the SEC
Current Campaigns
Target Ticker Market Cap Activist(s) Ownership Demand Settlement Date Settlement Terms
CCA Industries Inc. CAW $45M Biglari Holdings 12.80% Elect 2 directors; change compensation packages May 25, 2011 Company nominated 2 Biglari representatives
to fill 2 vacancies on the board
Century Aluminum Co CENX $1.4B Glencore International AG 39.10% Board representation April 5, 2011 2 Glencore representatives appointed alongside 1 independent representative
Colonial Financial Services, Inc. COBK $48M Lawrence Seidman 6.90% Board representation; explore share repurchases May 19, 2011
COBK will appoint 1 Seidman representative whose term will last as long as Seidman owns at least 5% of the company
Direct Insite Corp. DIRI.OB $15M Metropolitan Venture Partners; S.A.V.E Partners 24.88%
Elect a majority of new directors; get company to host annual meeting by May 31
April 28, 2011 Increased board size to 6 members and added 4 new directors
dELiA*s Inc. DLIA $52M Prentice Capital 9.15% Shareholder representation on board March 25, 2011 DLIA will appoint 2 Prentice representatives to fill 2 new board seats
Dynegy Inc. DYN $671M Icahn Capital 14.92% Reject Blackstone's $5/share bid; Icahn offers to purchase DYN for $5.50/share March 8, 2011
Allow Icahn to own up to 19.99% of outstanding stock; appoint 2 Icahn representatives and 1 Seneca Capital representative
Dynegy Inc. DYN $671M Seneca Capital 9.30%
Reject Blackstone's $5/share bid; reject Icahn's $5.50/share bid; consent solicitation to remove 2 directors and elect 2 Seneca representatives; improve operations, strategy, and governance
March 8, 2011
Seneca voluntarily withdrew consent solicitation; 2 Icahn representatives and 1 Seneca Capital representative appointed to the board
H&Q Life Sciences Investors HQL $275M Western Investment 5.10% Declassify board; elect 3 Western representatives April 25, 2011
Commence a tender offer for 35% of shares; remove certain limitations on board's authority to repurchase shares
Immersion Corp IMMR $234M Dialectic Capital 8.20% Elect 2 Dialectic representatives March 9, 2011 Company will nominate 2 Dialectic representatives
Iron Mountain, Inc. IRM $6.6B Elliott Associates 4.97%Elect 4 Elliott representatives; change tax structure by converting company into a REIT; potentially limit growth capex
April 18, 2011
IRM will nominate 1 Elliott representative to the board; IRM will add an additional independent director; Elliot withdraws entire slate; IRM agrees to explore all strategic restructurings
J.C. Penney Co. JCP $7.8B Pershing Square Capital; Vornado Real Estate 28.40% Work with management to increase
shareholder value January 24, 2011 JCP agreed to nominate Ackman (Pershing Square) and Roth (Vornado) to the board
The St. Joe Company JOE $2.6B Fairholme Capital Management 28.92% Replace entire board with Fairholme and shareholder representatives February 25, 2011
The CEO and 3 other directors resigned; Berkowitz and Fernandez of Fairholme and three other new members will join the board
National Express LON: NEX $1.3B Elliott Advisors 17.50%Elect 3 Elliott representatives; explore strategic alternatives; refocus investments in America
May 10, 20111 Elliott representative appointed to the board; Elliott withdraws slate and agrees not to challenge the board for at least a year
Navarre Corp. NAVR $75M Becker Drapkin Funds 10.30%Board representation; intends to call a special meeting; inspect NAVR's stockholder list
February 11, 2011 2 Becker Drapkin representatives appointed to the board
Neoprobe Corporation NEOP $401M Platinum-Montaur Life Sciences, LLC. 9.99% Elect 3 Platinum representatives to the board April 18, 2011 Nominate 2 Platinum representatitives
2011 Settlement Agreements (As of June 1, 2011)
Settlement Agreements
Target Ticker Market Cap Activist(s) Ownership Demand Settlement Date Settlement Terms
2011 Settlement Agreements (As of June 1, 2011)
Nobel Learning Communities NLCI $122M Blesbok LLC; Camden Partners 53% Explore strategic alternatives May 18, 2011
Agreement with Leeds Equity Partners to be acquired for $11.75/share in cash; Blesbok and Camden both sold shares at that amount in voting agreement
Red Robin Gourmet Burgers RRGB $555M Oak Street Capital 13.50%Corproate governance and operational improvements; elect 2 Oak Street representatives
April 5, 2011 Expanded board by 1 member and added Oak Street representative
Radisys Corp. RSYS $198M Nierenberg Investment Management 18.63% Implement share buybacks and quarterly dividends March 16, 2011 David Nierenberg appointed to the board
LMP Capital & Income Fund SCD $395M Western Investment 8.30% Declassify board; close discount to NAV March 8, 2011
Commence tender offer for up to 30% of outstanding shares at a price equal to at least 90% of NAV and additionally for 5% of outsanding shares at a price equal to at least 98% of NAV. All of this is contingent to SCD trading at a discount greater than 5%
SurModics Inc. SRDX $201M Ramius Group 12%Improve investments, acquisitions, and reduce spending; elect 3 Ramius representatives to the board
January 5, 2011
Board size increased from 10 to 12; 2 Ramius representatives added to the board; the 2 new directors will join the newly-created committee reviewing strategic alternatives; after 2011 meeting, board will reduce back to 10 members
StarTek Inc. SRT $71M Ryan Levenson 19.27% Elect 3 representatives to the board May 5, 2011 Elect 2 Levenson representatives
Tier Technologies, Inc. TIER $96M Discovery Group 14.80% $40 million Dutch Tender Offer; elect 4 Discovery representatives to the board February 19, 2011 Tier reduced board from 8 to 7 members
Tekelee TKLC $554M Kenisco Capital Management 10.20% Elect 1 or more Kenisco representatives February 16, 2011 2 Kenisco representatives were appointed to TKLC's 9-member board
Tekelec TKLC $597M Kensico Capital Management 10.20% Elect 1 or more Kenisco representatives February 16, 2011Expanded board size from 7 to 9 members; 1 Kensico representative and another individual appointed to the board
Visteon Corp. VC $3.1B Alden Global Capital 6% Elect new directors May 11, 2011
Alden must vote for each of the incumbent directors; expand board by 1 member and add 2 new directors from a pool of candidates recommended by Alden
Vicon Industries Inc. VII $19M Henry Partners 5.30% Deploy excess capital; initiate quarterly dividends May 18, 2011
Board expanded from 5 to 6 members; Zucker representative appointed by board to fill the vacancy
Vicon Industries Inc. VII $19M Anita Zucker 11.32%Initiate quarterly dividends, stock buybacks; articulate strategic and financial plan
May 18, 2011Board expanded from 5 to 6 members; Zucker representative appointed by board to fill the vacancy
Settlement Agreements
Target Ticker Market Cap Activist(s) Ownership Demand Meeting Date Outcome
Asset Acceptance Capital Group AACC $112M Nierenberg Investment Management 16.10%Withold votes for re-electing a board member; improve company's strategy, leadership, and execution
May 12, 2011 Management nominees elected
Ameron International Corporation AMN $576M Barington Capital 1.30% Elect 1 Barington representative March 30, 2011 Activist won its contested board seat; Chairman & CEO re-elected
Answers Corp. ANSW $86M Osmium Partners 6% Reject sale to AFCV Holding's at $10.50/share
Special meeting on April 14, 2011
Activist defeated; company merger approved
Actelion ATLN.VX $7.1B Elliott Advisors 5% Elect 6 Elliott representatives to the board; reduce R&D; explore a sale May 5, 2011 Activist defeated; management slate
elected
ATNA Resources, Ltd. ATNAF.OB; ATN.TO $56M Lloyd Miller 12.19% Change board composition; elect 3
nominees May 6, 2011 Activist defeated
BioClinica, Inc. BIOC $80M Nicusa Capital Partners 5.50%
Address compensation and poison pill issues; improve transparency; Withhold votes for management nominees
May 11, 2011In uncontested election, poison pill was amended and implemented against Nicusa Capital's wishings
Blue Chip Value Fund Inc. BLU $108M Bulldog Investors 18.22%
Increased ownership; replace current investment advisor; enter into an advisory agreement with Brooklyn Capital Management
Special meeting on February 8, 2011
Shareholders approved the reorganization of BLU into an open-end fund
CPEX Pharmaceuticals, Inc. CPEX $71M (Taken Private) Mangrove Partners 5.71% Reject sale to Footstar Corp Special meeting on
March 24, 2011Activist defeated; merged with Footstar for $27.25/share in cash
Consolidated Tomoka Land Co. CTO $166M Wintergreen Advisers 26.9% Withhold vote campaign; replace CEO as director April 27, 2011 CEO re-elected as director; amended
bylaws to provide for annual elections
Fisher Communications FSCI $243M FrontFour Capital 2% Elect 4 FrontFour representatives; pursue a sale if elected May 11, 2011
2 FrontFour nominees elected; 2 management nominees elected; board size reduced from 10 to 9
Fisher Communications FSCI $243M GAMCO Investors 28.49% Elect 3 indendepent FrontFour nominees; improve disclosure May 11, 2011
2 FrontFour representatives supported by GAMCO elected; 2 management nominees elected; board size reduced from 10 to 9
J Crew Group, Inc. JCG $2.8B (Taken Private) Mason Capital 7.50% Reject $43.50/share buyout from
TPG and Green Partners March 1, 2011 Activist defeated; company merger approved
Mentor Graphics MENT $1.5B Carl Icahn 14.70%Elect 3 Icahn representatives; sell the company; made an all-cash tender offer for $1.86B
May 12, 2011 Activist won 3 seats on a 11-member board
Mentor Graphics MENT $1.5B Casablanca Capital 5.50% Elect 3 Icahn representatives May 12, 2011 Activist won 3 seats on a 11-member board
Macquarie/First Trust Infrastructure/Utilities Div&Inc Fund MFD $143M Bulldog Investors 7.58% Elect 1 Bulldog representative April 18, 2011 Activist defeated
Magyar Bancorp, Inc. MGYR $29M Financial Edge Fund 7.20% Chairman to resign March 16, 2011 Activist defeated
2011 Activist Campaigns Ending in a Shareholder Vote (as of June 1, 2011)
Shareholder Vote
Target Ticker Market Cap Activist(s) Ownership Demand Meeting Date Outcome
2011 Activist Campaigns Ending in a Shareholder Vote (as of June 1, 2011)
Myers Industries, Inc. MYE $343M GAMCO Investors 10.10% Elect 2 GAMCO representatives to board April 29, 2011 All nine of management's nominees
were elected
NovaMed Inc. NOVA $105M (Taken Private) HealthInvest Partners 5.10% Reject $13.25/share buyout from
Surgery Center HoldingsSpecial meeting on May 4, 2011
Activist defeated; company merger approved
Opti Inc. OPTI.OB $22M S. Muoio & Co 28.25% Elect 1 Director May 23, 2011 Activist defeated; activist challenging results
Pulse Electronics PULS $192M Bel Fuse Inc. 1% Elect 2 Bel Fuse representatives; sell Company to Bel Fuse May 18, 2011 Dissident defeated
Red Robin Gourmet Burgers RRGB $555M Clinton Group; Spotlight Advisors 9.73%
Remove the poison pill and pledge not to adopt another one without shareholder support; explore strategic alternatives
May 26, 2011 Poison pill removed; board declassified
Singapore Fund SGF $139M City of London Investment Group 24.85%Terminate investment advisory agreement between the Fund and Daiwa SB Investments
June 2, 2011 Investment advisory agreement terminated
Smurfit-Stone Container Corp SSCC $3.6B (Taken Private)
Third Point; Monarch Alternative Capital; Royal Capital 8.97%
Opposed Rock-Tenn buyout offer equal to 50% cash ($17.50/share) and 50% stock (0.0365/RKT shares)
Special meeting on June 2, 2011
Activist defeated; company merger approved
United PanAm Financial Corp. UPFC.PK $107M Lawndale Capital NA Oppose $7.05 Management-led buyout
Special meeting on February 24, 2011
Activist defeated; company merger approved
Zoran Corp. ZRAN $393M Ramius Capital 9.30% Elect 6 Ramius representatives Special Meeting on March 11, 2011
Ramius received enough written consents to replace 3 board members at ZRAN
Shareholder Vote
Target Ticker Activist(s) Ownership Demand Withdrawl Date Reason for Withdrawl
Advanced Analogic Technologies, Inc. AATI Dialectic Capital 6.10% Support merger with Skyworks Solutions; elect 2
individuals to 7-member board May 26, 2011 AATI announced merger with Skyworks Solutions
Celera Corp. CRA Biotechnology Value Fund 24.50%
Reconstruct proposed merger to carve out non-strategic drug royalties or raise purchasing price per share
May 17, 2011 Celera merged with Quest Diagnostics
Charles River Laboratories International CRL Relational Investors;
CalSTRS 6.01%Form a Strategic Planning and Capital Allocation Committee; explore strategic alternatives, including a sale
January 25, 20112 new directors nominated by management; company formed a strategic planning and capital allocation committee
Immersion Corp. IMMR Ramius Capital 5.90% Elect 3 Ramius representatives March 11, 2011 IMMR reached a settlement agreement with Dialectic Capital and nominated 2 Dialectic representatives
McCormick & Schmick's Seafood Restaurants Inc. MSSR Landry's Restaurants 10.10% Sought to acquire company for $9.25/share in
cash; May 4, 2011 Company initiated a sale process
Matrixx Initiatives MTXX BML Investment Partners 9.90% Sell to HIG Capital at least at $8.75/share February 18, 2011 Taken private by HIG Capital for $8.75/share
Matrixx Initiatives MTXX Porter Orlin 12.40% $8/share sale to HIG Capital undervalues MTXX February 18, 2011 Taken private by HIG Capital for $8.75/share
Tessco Technologies Inc. TESS Discovery Group 13.50% A majority vote standard in uncontested elections April 25, 2011On 25-Apr-11, the board approved a bylaw amendment stipulating a majority vote standard in uncontested elections
Tenet Healthcare Corporation THC Community Health Systems <1.00% Elect new board (14 nominees); offer to acquire
THC for $6.00, increased to $7.25 May 9, 2011 Tenet rejected increased offer
Vantage Drilling Company VTG Jasper Investments 8.20% Elect 2 Jasper representatives to the 9-member board January 7, 2011 Not disclosed
2011 Activist Campaigns Withdrawn
Withdrawn Campaigns
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