NEWS

The Activist Spotlight - Ingersoll-Rand (ticker: IR)

By Kenneth Squire - Barron's - May 14, 2012

Ingersoll-Rand (ticker: IR)
Business: Manufactures and sells industrial and commercial products
Investor’s Average Cost: $40.70 a share
Stock-Market Value: $13.3 billion ($44.54 a share)
What’s Happening: Trian Fund will meet with management to discuss financial, operational, and strategic alternatives aimed at enhancing shareholder value.
Key Numbers:
20.9%: the decline in Legg Mason's stock price since Trian illed its 13D for that company.
20.6%: the S&P 500's increase dwing the same period. READ MORE

10 Questions with Steve Wolosky

The Activist Report - Volume 2 Issue 5 - May, 2012

Steve Wolosky is a corporate and securities lawyer who has pioneered the area of shareholder activism. He is one of the leading lawyers in the country advising hedge funds on equity investments in public companies, including activist entities seeking representation on Boards of Directors of public companies in the U.S. and worldwide. Steve leads the Activist Practice Group at Olshan Grundman Frome Rosenzweig & Wolosky LLP in New York which has been involved in seeking board representation at over 300 public companies, including some of the most high-profile activist situations in recent years. Steve has been kind enough to take time of out his busy schedule to sit down with us for this month’s edition of 10 Questions. READ MORE

13D Monitor Standstill Analysis

By Kenneth Squire - The Activist Report - Volume 2 Issue 5 - May, 2012

Standstill vs. No Standstill. 13D Monitor has tracked 167 situations in the past six years where an activist has gained a board seat. Of those 167 situations, the activist entered into a standstill agreement 118 times (70.7%). However, of those 118 standstill agreements, 66 just prohibited the activist from commencing a proxy fight or opposing management’s slate at the upcoming meeting. I do not consider this to be any real restriction on the activist since the activist would not settle with the company on a board seat and then challenge its own settlement terms. So, of the 118 situations, there were only 52 (44.1%) where the activist was either restricted beyond the current meeting or had material restrictions beyond supporting management’s slate at the current meeting. READ MORE

Point/Counterpoint

The Activist Report - Volume 2 Issue 4 - April, 2012

Under current law, an investor who has accumulated in excess of 5% of a public company’s outstanding stock must disclose such ownership and intent on a Schedule 13D within 10 calendar days of crossing the 5% threshold. The Dodd-Frank Wall Street Reform and Consumer Protection Act was signed into law by President Obama on July 21, 2010 and, in part, empowers (but does not require) the SEC to establish rules to shorten this 10 day deadline. There has been great debate over this provision. Wachtell, Lipton, Rosen & Katz (“WLRK”) has been the law firm at the forefront of advocating for a shortening of the 10 day period and JANA Partners is one of the investors who has joined together to oppose the WLRK proposal. In our first installment of our Point/Counterpoint column, David Katz, corporate partner at WLRK, will argue for shortening the 10 day period, and Charlie Penner, Partner and Chief Legal Officer of JANA Partners, will argue against the WLKR proposal. READ MORE

Hewlett Packard to Vote on Proxy Access - A Major Victory For Activists?

By Kenneth Squire - The Activist Report - Volume 2 Issue 3 - March, 2012

Earlier this month Hewlett-Packard announced that, succumbing to pressure from stockholder Amalgamated Bank, the Company agreed to put a board recommended proxy access proposal to a vote at the 2013 annual meeting of stockholders. The Wall Street Journal and others described this as “a major victory for activists.” If the proposal passes, stockholders who own at least 3% of HP shares for at least three years would be allowed to nominate up to 20% of the Company’s directors in the Company’s proxy statement. Because corporate director elections in the United States have been so one-sided for so long, this is actually considered a “major victory.” But take a closer look at what it really allows and doesn’t allow. READ MORE

ON TV

Faber Report: Active-Passive Investor Summit.

Source: CNBC.com - April 30, 2012

Ken Squire talks with David Faber live from 13D Monitor's Active-Passive Investor Conference.

Yahoo, Loeb Settlement Opportunity Seen by Squire

Source: Bloomberg - May, 7, 2012

Kenneth Squire, president of 13D Monitor, talks about Yahoo! Inc. investor Third Point LLC's call to dismiss Yahoo Chief Executive Officer Scott Thompson for failing to correct false academic information on his biography. Squire speaks with Erik Schatzker on Bloomberg Television's "InsideTrack."

Market Sense: Bill Ackman's Track Record.

Source: Market Sense (BNN.ca) - April 10, 2012

Ken Squire discusses the Pershing Square/Canadian Pacific proxy campaign on Canada’s BNN.

Icahn `Grandfather' of Activists, Squire Says

Source: Bloomberg - February, 28, 2012

Kenneth Squire, president of 13D Monitor, talks about the strategy of activist investors. Squire speaks with Erik Schatzker and Stephanie Ruhle on Bloomberg Television's "InsideTrack."

Activist Investors Influence 13D Fund Strategy

Source: Bloomberg - January, 5, 2012

Kenneth Squire, president of 13D Monitor, talks about the strategy for his 13D Activist Fund, which invests in stocks targeted by activist investors. Squire speaks with Betty Liu on Bloomberg Television's "In the Loop."

Saturday, May 19, 2012