The Agenda
March 21, 2024
Breakfast
Opening Remarks
Presentation
Conscious Capitalism and Shareholder Activism
- The four pillars of conscious capitalism and ethical considerations
- Serving stakeholders as well as shareholders and management
- The role of conscious culture in shareholder activism
Presentation
Evolution of Shareholder and Management Rights
- Understanding the essential evolution of shareholder and management rights
- Cross-border transactions and unique considerations for smoother transitions
- Researching corporate governance policies before investing
Panel
Universal Proxies, 13D and Size Matters - Legal Perspectives on Activism
- Key facts to understand about Schedule 13D filings
- Universal proxy rules and how they lower procedural hurdles for activists
- Board size, short attacks, and other important legal perspectives on activism
Presentation
Are You Equipped for Conflict? Prevailing in High Stakes Proxy Battles
- The power players in proxy battles and how to gain control
- Role of unbiased analysis and due diligence to prepare for a fight
- Intelligent strategies when the heat is on during a high-stakes grapple
Networking Break
Fireside
The Straight Skinny: Shareholder Activism Yesterday, Today and Tomorrow
- Taking a step back into the recent history of shareholder activism
- Review of the latest news and cases to rock the activism world such as Disney, Jet Blue, Exxon Mobil, Salesforce and others
- What to expect from activists tomorrow based on historical analysis
Fireside
Two Sides of the Coin: Defense and Offense in Activism
- Proactively noting and tackling vulnerabilities to build shareholder confidence
- Knowledge and woke agendas minimize offensive strategies
- Understanding defense tactics that improve operations and profitability
Fireside
Activist Hedge Funds - Vulnerabilities Activists Look For
- What makes a company with good bones appealing to activists
- Defining vulnerabilities like wasteful intentions, undervalued stock, and more
- Overview of losing and winning strategies in activist hedge funds
Lunch
Panel
Why Boards Should Think Like Activists - Benefits of an Experienced Activist in the Boardroom
- Board stagnation as an obstacle to progression and profits
- Maintaining an activist mentality to support enlightened board decisions
- Benefits of having an experienced activist in the boardroom
Panel
Get Ready: The New Wave of Shareholder Activism
- Defining the new wave of shareholder activism and how to be well-prepared
- Legal requirements and best practices for superior investor relationships
- ESG considerations, universal proxies, and other influential factors
Partner and Co-Chair, Shareholder Activism & Corporate Defense Practice
Sidley Austin LLP
Panelist
Presentation
Defining the Spectrum of Success in Shareholder Activism
- Navigating a retail shareholder base
- Reinserting the “G” in ESG in 2024
- Inflection points for successful shareholder activism
Networking Break
Panel
The Impact of Shareholder Activism on Global M&A
- Activists' agitation for deals by demanding M&A terms and why
- Technology, industrials, and healthcare lure worldwide activist attention
- Getting on board for greater international influence and how it impacts stakeholders
Panel
Is the End Near for Section 16(b)?
- March 2023 dismissal of a 16(b) lawsuit and reasoning
- Appeal to the Second Circuit and SEC justice stance
- Reasons for the elimination of Section 16(b)
Presentation
Changing Face of the Marketplace: Votes for Sale
- Marketplace for shareholder voting rights
- Technology, auctions, buying and selling shareholder votes
- The role of online vote sales in shareholder activism
Professor and Hillenbrand Family Faculty Fellow
Boston College Carroll School of Management
Speaker
Closing Remarks
Conference Topics
It’s been our philosophy since we started hosting conferences in 2003: “The program always comes first.” When we develop an event program, you can bet that it’s on the cutting-edge. Here are just a few of the unique presentations and panel discussions we’re developing for The Activist Investor Conference 2024. If you would like to suggest a speaker for this event, send an email to stacey@dealflowevents.com
Value Investing: Another Way of Saying Activist Investing
- Proposing operational cost reductions, strategies to increase revenue
- Pushing for the sale of underperforming divisions or split a company into separate business units
- Advocating capital allocation and structure, including share repurchases and changes to a company’s capital structure.
- Demanding changes to the size and composition of a company’s board of directors
Trending Legal Issues Facing Shareholder Activism
- Proxy solicitations and exemptions
- Universal proxy and SEC rules
- Do universal proxies increase or decrease board accountability?
- Advance notice bylaws
- Excise tax has chilling effect on promoting share buybacks
- How private placements can undercut an activist strategy
How the Lone Dissident can Prevail
- Challenges a lone dissident board member will face
- Strategies for overcoming resistance and making your case
- Transparency and communicating your intentions to add value
Impact of corporate relations with shareholders on an activist campaign
- Good relations with large shareholders build powerful allies
- Communication strategies for keeping shareholders content
- Corporate transparency: activists cannot attack what is easily disproven
Identifying Targets, Planning Strategy for an Activist Campaign
- Importance of accumulating a significant stake quickly
- Industries that are more (or less) attractive as targets
- Vulnerabilities activists look for
- Importance of the company’s shareholder profile
- Timelines to consider when selecting a target
- What’s the best approach? Control slates vs. short slates? Settlement vs. proxy contest?
- Gauging the likelihood of negotiating a settlement
The Opposing View: How Corporations Resist the Activist Investor
- Consistent financial performance is ultimately the best defense
- A corporate board in solidarity cannot be divided
- Working with outside advisors to combat activist demands
- Don’t overpromise and under-deliver when announcing growth plans
- Defensive weapons – staggered boards & poison pills
- High altitude vision: Keeping what’s best for all shareholders top of mind
- Run the company for shareholders who are going to stay, not hit-and-run investors
Shifting Activist Campaign Focuses
- Pursuing change at ESG companies
- “Woke” vs. “Anti-woke” agendas
- Large-cap companies no longer off-limits
- Targets more likely to implement counter-measures
International Investor Activism: Considering Opportunities Abroad
- Why activist hedge funds look for international targets
- Hurdles activists face when targeting a company oversees
- Meeting the challenge of attracting larger European institutional investor support
Activist Hedge Funds: Creating Value for Themselves and Fellow Shareholders
- Why institutional investors will often follow the activist investor’s strategy
- Short-term stock gains vs. long-term value creation
- Promoting stock buybacks, encouraging debt to return cash to shareholders
- Pushing for divestiture of non-core business lines
A Look at Operational, Boardroom, Governance and Takeover Activism
- Planning the best strategy for the activist campaign
- Operational activism and how it works
- The new paradigm of shareholder-board engagement
- Importance of developing a strong public relations program for the activist campaign
