IRRCi Research Report The Alignment Gap Between Say on Pay Voting and Creating Value The analysis, opinions and perspectives herein are the sole responsibility of the authors. The copyright for this report is held by the IRRC Institute. The material in this report may be reproduced and distributed without advanced permission, but only if attributed. If reproduced substantially or entirely, it...

CFO Insights Activist shareholders: How will you respond? If it seems like activist investors have had a more visible and powerful presence over the last few years, it’s because they have. In fact, according to the results of the Q1 2015 CFO Signals™ survey, just under three-quarters of public company CFOs say they have experienced some form of shareholder...

CFO Insights Better break-ups: The art of the divestiture In their continuing efforts to unlock greater shareholder value from portfolio realignment, CFOs are increasingly turning to spin-offs, which create new public companies out of existing business units. The number of spin-offs hit a 10-year high with 60 completed in 2014, according to Spin-Off Research, and at least 46 more had...

12 April 2016 Practice Group(s): Antitrust, Competition & Trade Regulation Activist Funds Should Heed the Latest Enforcement of the HSR Act Antitrust, Competition & Trade Regulation Client Alert By Brian K. McCalmon and Kenneth S. Knox The limits on an investor’s ability to acquire stock under the “investment-only” exemption to the HSR...

OF NOTE Expert Q&A on Stockholder Inspection Demands When the Delaware Supreme Court issued its July 2014 decision in Wal-Mart Stores, Inc. v. Indiana Electrical Workers Pension Trust Fund, many attorneys read it as a signal that a more expansive scope of books and records discovery was available under Section 220 of the Delaware General Corporation Law (DGCL). Yet recent case law from...

Antitrust, Competition, and Economic Regulation Alert M&A Update April 15, 2016 DOJ Action Against ValueAct for HSR Act Violation Signals More Caution for Minority Investors and Activist Stockholders On April 4, 2016, the U.S. Department of Justice (DOJ) filed a complaint in federal court against activist investor ValueAct Capital (ValueAct) for violating the reporting and waiting period...

February 2016 Writing the Activism Playbook Schulte Roth & Zabel’s Global Shareholder Activism Group HAMLIN LOVELL IN CONVERSATION WITH ELEAZER KLEIN AND JIM MCNALLY W ith offices in New York, Washington DC and London, Schulte Roth & Zabel (SRZ) is a leading law firm serving the alternative investment management industry, and the firm is renowned for its shareholder...