It may not be the Predator’s Ball, but this week’s 13D Monitor Active-Passive Investor Summit kicked off one of the busiest weeks of new campaigns on record and was attended by the who’s who of activists ranging from titans, up-and-comers and the granddaddies of the business . Amongst the rabble-rousers was Engaged Capital, who earlier this week revealed a stake in VF Corp, the parent company of Vans and The North Face brands. WSJ’s Lauren Thomas reported the activist’s push for a cost improvement plan, a strategic review of noncore assets and a potential board refreshment, all of which Engaged confirmed during the conference.

If Engaged Capital was the belle of the ball, Starboard’s Jeff Smith was Prince Charming. Smith sat down with CNBC’s David Faber to discuss his plans for News Corp. Starboard made waves late last week when Reuters’ Svea Herbst-Bayliss reported the activist took a stake in the media company. WSJ’s Thomas expanded on Herbst-Bayliss' reporting with new details that Smith’s Starboard would push the conglomerate to spin-off its non-core real estate business.  When Faber teased Smith on the impact he could have with the Murdoch’s 40% voting stake, Smith replied, “if you’re advocating for something everyone wants, then that’s more than 40%... I don’t think you need to do that. What we’re asking for is good for their business.”

Others didn’t want to miss out on the fun as Jana Partners paired up with a "large" anonymous communications company to push Frontier Communications to sell itself, while Trian leaked its stake in Allstate - a symbolic disagreement of the insurer's long-time slogan. Perhaps the 13D conference inspired Neuberger Berman to make a stand after seven years as a Lions Gate shareholder, pushing its Board to eliminate its dual-class structure in a public letter this week.

If this flurry of activism news seems higher than usual, you’re right. According to Barclays, nine 13-Ds were filed on Monday and Tuesday at companies with over $500M in market cap – that's the highest 48-hour volume ever! Ken Squire, 13D Monitor founder and president, attributes the surge to a “high interest rate environment where management teams can’t finance their way out of bad business plans makes it a lot easier for activists.” But don’t say “activist”, at least if you're around Keith Meister, founder of Corvex Management and a former portfolio manager for Carl Icahn. Meister said at the Active-Passive that he hopes “we aren’t using that term in the next 15 years.” Maybe it's time to bring back “Corporate Raider”?



Have a great weekend,  

GPP Team 

The Wall Street Journal: Engaged Capital Builds Stake in North Face, Vans Owner

Engaged Capital revealed a stake in VF Corp, the parent company of Vans, The North Face, Dickies and others. The stake places the firm among the top 10 shareholders as the activist pushes for cost improvements to the tune of $300 million and a strategic review of non-core assets. Read More

CNBC: Starboard Value CEO Jeff Smith on stake in News Corp., push for separation of divisions 

Starboard Value CEO Jeff Smith joined ‘Squawk on the Street’ on the sidelines of 13D Monitor’s Active-Passive Summit to discuss his firm’s stake in News Corp and the need for the conglomerate to spin off their real estate business that he believes is non-core. Watch Here

Reuters: Jana Partners built stake in Frontier Communications, call for company sale

Svea Herbst-Bayliss reports that Jana Partners has built a new position in Frontier Communications, calling for the company to sell itself. Managing Partner Scott Ostfeld said that Jana has partnered with an anonymous “large communications company” on its investment. Read More

Reuters: Exclusive: Activist hedge fund Trian targets insurer Allstate

Svea Herbst-Bayliss and David French report that Trian has built a take in Allstate for an undisclosed amount. Trian has not yet revealed its plans for the large insurance company. Read More

Bloomberg: Neuberger Berman Pushes Lions Gate to End Dual-Class Share

Crystal Tse and Sonali Basak report on Neuberger Berman’s public letter to Lions Gate Entertainment’s Board pushing for the company to end its dual class voting structure. Read More

Axios: Activist Investors Are on the March

Dan Primack and Michael Flaherty highlight the flurry of activist activity this week, noting Monday and Tuesday broke the record of most 13Ds filed within a 48-hour period. Read More

CNBC: This is the season for activist investors to start campaigns, says 13D's Ken Squire

On the heels of his 13D Monitor Active-Passive Investor Summit, 13D Monitor’s founder and president Ken Squire joined Kelly Evans on ‘The Exchange’ to chat all things activism, as well as discuss why there has been a rise in activity this week. Watch Here

ACTIVISM

Bloomberg: Activist Engine Capital Pushes MRC Global to Explore Sale

The activist firm Engine Capital, which holds a roughly 4% stake in MRC Global Inc. is urging the pipe distribution company to explore a potential sale, writes Crystal Tse. Read More

Activist Investing Today Podcast: Skadden Duo on Board Settlements, Short Seller Attacks

Skadden's Richard Grossman and Demetrius Warrick joined Ron Orol to discuss how companies can prepare for potential short seller attacks, what constitutes appropriate size for corporate boards and more. Listen Here

CORPORATE GOVERNANCE

CLS Blue Sky Blog: Stakeholder Governance as Governance by Stakeholders

Brett McDonnell, Law School Professor at the University of Minnesota, argues that rather than prioritizing wealth maximization, stakeholder governance should seek to empower stakeholders, particularly employees, which can bring a variety of benefits including greater employee retention rates and lower supervision costs. Read More

Harvard Law School Forum on Corporate Governance: Boards Confront Evolving Risks and Pressures During Another Disruptive Year 

Amy Rojik, Director and Founder of the BDO Center for Corporate Governance, published the results of BDO’s latest survey polling board directors on top business opportunities and risks in the coming months. Directors were most concerned with recessionary pressures and liquidity, while 99% expect to maintain or increase investment in cybersecurity this year. Read More

Financial Times: SEC to require short selling data after softening proposed rule

Jennifer Hughes covers the SEC’s final ruling that requires lenders of securities to report loaning activity each day. While the ruling will increase transparency in the share lending market, it is less restrictive than market participants originally feared. Read More

M&A & IPOs

Bloomberg: Sports Are a Bright Spot in a Bad Year for M&A

Adam Minter writes about the growing prominence of sports-related dealmaking, noting there have been more than 100 M&A sports technology deals in the second quarter of 2023 including the behemoth $21 billion merger between UFC and WWE completed last month. Read More

ESG

DealBook: Israel’s Corporate Defenders Grow Louder

The DealBook team examines the ongoing efforts of various company executives and financial leaders pushing back against universities for what they consider to be inadequate responses and statements regarding the ongoing Israel-Hamas conflict. Read More

Fortune: ESG Proposals Surged This Proxy Season—but Shareholders Support for Them Plummeted

Alan Murray and Nicholas Gordon cover the latest shareholder proposal trends from The Conference Board: 836 proposals were filed in the first half of 2023 (35 more than prior year) with more than half dealing with ESG issues, but average support for those proposals fell to 23% (from 31% last year). Read More

FROM OUR DESK TO YOURS

Six years ago, GPP embarked on a mission to establish itself as a premier strategic and financial communications firm. To celebrate our anniversary, we wined and dined at KJUN, the debut solo venture of former Top Chef host, Jae Jung. To mark the milestone, GPPers reveled in the delightful fusion of Cajun and Korean cuisine. A cozy gem on 39th Street between Lex and Third Avenue, with a seating capacity of no more than 20 and a BYOB policy, KJUN packs a delightful punch.

This week, a number of GPPers attended the Columbia Journalism School’s Knight-Bagehot anniversary gala. An institution that GPP has long supported, this particular event— which honors the Fellowship’s 48th year — brings together the nation’s top business journalists and corporate leaders. The highlight of the evening was a fireside chat with Thasunda Brown Duckett, President and CEO of TIAA.

PEOPLE MOVES

• The Wall Street Journal has appointed Dana Cimilluca as Wall Street bureau chief. Read More
• David Tolley has been named chief executive officer of WeWork, replacing Sandeep Mathrani who stepped down in May. Read More

• October 24-25: 11th Annual J.P. Morgan / Robin Hood Investors Conference, New York, New York
• November 29: New York Times’ Dealbook Summit, New York, New York
• November 30: IR Magazine ESG Integration Forum, New York, New York