“Continued weakness in the Pound following the announcement of Brexit created an impetus for M&A as UK targets became relatively cheap for cross-border acquirers. There is also increasing pressure on UK companies concerning remuneration.”
Ed Bridges, Senior Managing Director
Country:
U.K.
Average % of insider ownership:
Activism
Threat Level
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The UK is usually targeted by event-driven United State hedge funds and alternative investors. However, in recent years institutional investors have become more active and, on occasions, formed alliances with alternative investors. Initiatives such as the Stewardship Codes introduced in 2010 and 2012 encouraged institutional shareholders to engage actively with portfolio companies.
As highlighted by FTI in January, over two-thirds of UK companies are seeking shareholder approval of their binding remuneration policies in 2017. In the first half of the year, there have been numerous examples of shareholder dissent: four FTSE 350 companies were forced to withdraw binding resolutions in the face of shareholder opposition, while two FTSE 350 companies failed to gain majority approval of their advisory “Say on Pay” votes. Such voting outcomes could appear on the radar of activist investors, as potentially representative of a shareholder base that may be content with current management.
UK incorporated issuers are required to make disclosures when they reach three percent of total voting rights and each whole percentage point thereafter. While non-UK incorporated issuers are required to disclosure at 5, 10, 15, 20, 30, 50 and 75 percent of total voting rights.
Structural defenses are limited for UK listed companies. The majority of defenses and poison pills found in the United States would constitute a breach of fiduciary duty by the directors of the company in the UK.
In the context of a possible takeover offer, the General Principles of the Takeover Code prohibits the board from denying its shareholders the opportunity to decide on the merits of a potential takeover bid and from taking certain actions without shareholder approval during the offer period.
Top Campaigns by Type
1. Removal Of CEO Or Other Board Member
2. Push For Sale Of Company To Third Party
3. Return Cash To Shareholders
Campaigns By Year
Total
Campaigns
Notable Invested Activists
• Elliott Management
• Crystal Amber
• Schroders
Recent activism campaigns
| Tesco plc | VS. |
Artisan Partners |
| French Connection | VS. |
Gatemore Capital Management |
| Sports Direct International PLC | VS. |
Aberdeen Asset Management |
Total Active
Campaigns
Contact FTI Consulting
Capital Markets Research and Activist Engagement
Managing Director
+1 312 861 4721
Geoff.Serednesky@FTIConsulting.com
Senior Managing Director
+44 (0)20 3727 1067
Edward.Bridges@FTIConsulting.com
Senior Managing Director
+44 (0)79 7953 7449
Deborah.Scott@fticonsulting.com