“While singular activist campaigns dominated shareholder activism news in 2016, we expect several more to hit the press as the market rebounds. The Dutch Corporate Governance Code creates a fertile activist friendly environment, ripe with opportunities.”
Geoff Serednesky, Managing Director
Country:
Netherlands
Average % of insider ownership:
Activism
Threat Level
To learn more about this country, please click on the tabs below
Relative to its economic size, the Netherlands has recently seen high levels of activism due to its dynamic capital market and concentration of large corporate listings. Hedge funds and institutional investors have shown a willingness to support and become more engaged in individual cases. While activist short-sellers and approaches made in connection to M&A are most likely, it has become more common to oppose the issuance of equity.
The back half of 2016 was overshadowed by the shareholder insurgency at the Dutch insurance company, Delta Lloyd. Multiple shareholders launched individual campaigns against the company, causing the surge in campaigns this year.
Initial disclosure of voting interests must occur when shareholders reach, exceed, or drop below a 3% threshold within four business days.
Shareholders at the general meeting are not allowed to give instructions to the board to perform certain actions that fall within their authority, pursuant to legal or statutory provisions (management authority of the board of directors).
The implementation of anti-takeover measures such as a poison pill may be justified, if it’s necessary for, among other things, the continuity of the company and in the interests of the parties involved.
Companies have the possibility to structure a call option right, which is granted by the company for the issuance of preferred shares to a target-friendly Protective Foundation.
Top Campaigns by Type
1. Oppose Equity Issuance
2. Gain Board Representation
3. Spin-off/sale of business division
Campaigns By Year
Total
Campaigns
Notable Invested Activists
• Cohen Capital Management
• Lakewood Capital Management
• Greenlight Capital, Inc.
Recent activism campaigns
| Core Laboratories N.V. | VS. |
Lakewood Capital Management |
| Shell | VS. |
Royal London Asset Management |
| Delta Lloyd | VS. |
Highfields Capital Management |
Total Active
Campaigns
Contact FTI Consulting
Capital Markets Research and Activist Engagement
Managing Director
+1 312 861 4721
Geoff.Serednesky@FTIConsulting.com
Head of Activism and M&A Solutions
Senior Managing Director
+1 (202) 312 9216
Jason.Frankl@fticonsulting.com