The Shareholder Forum

supporting investor interests in long term enterprise value

 

Purpose & History of Services

The Shareholder Forum

The Shareholder Forum supports investor interests in corporate enterprise value with services that require independence – and that may benefit from the Forum’s network resources and recognition for advocacy of long term investor interests – to assure a definition of relevant issues and fair access to information that can be relied upon by both corporate and investor decision-makers.

The policies that provide a foundation for the Forum’s marketplace functions have been carefully developed and tested to allow any investor to participate in its communications, either anonymously or visibly, without acting in concert. Established originally to accommodate professional fund managers, this independent moderator function has proved to be consistently effective in managing orderly processes of issue definition for rational analysis by fiduciaries who are responsible for informed decisions.

Initiated in 1999 by the New York Society of Security Analysts with lead investor and former corporate investment banker Gary Lutin as guest chairman to address the professional interests of its members, and independently supported by Mr. Lutin since 2001, Forum programs have achieved wide recognition for their effective definition of important issues and orderly exchange of the information and views needed to resolve them. The Forum's ability to convene all key decision-making constituencies and influence leaders has been applied to subjects ranging from corporate control contests to the establishment of consensus marketplace standards for fair disclosure, and has been relied upon by virtually every major U.S. fund manager and the many other investors who have participated in programs that addressed their interests.

Currently important applications of the Forum’s independent position include the support of corporate managers who wish to provide the leadership expected of them by responding to activist challenges with orderly reviews of issues relevant to long term investor interests.

Requests for Shareholder Forum consideration of support may be initiated confidentially by any investor or by the subject company, or by the professional advisors to either.

 

 
FRONT PAGE - COMPANIES & MARKETS: Willamette accepts rival's Dollars 6bn bid
Financial Times; Jan 22, 2002
By PETER THAL LARSEN

Willamette, the forest products group, yesterday finally agreed to give up its independence when it accepted a Dollars 6.1bn cash bid from its rival Weyerhaeuser.
 
Willamette said it had agreed in principle to accept a bid valuing the company at Dollars 55.50 a share - an increase of Dollars 0.50 over Weyerhaeuser's most recent offer - subject to the negotiation of a definitive merger agreement.
 
The agreement ends an acrimonious, 14-month takeover battle that pitted Steven Rogel, the former Willamette chief executive who now runs Weyerhaeuser, against his former colleagues.
 
The deal represents a vindication for Mr Rogel in persisting. However, Willamette's defences have forced Weyerhaeuser to offer a higher price than it intended.
 
The price of Dollars 55.50 represents a 60 per cent premium over Willamette's share price on November 10 2000, the day before Weyerhaeuser launched its original Dollars 48-a-share cash bid. Last Friday, the last trading day before the announcement, Willamette shares closed at Dollars 47.10.
 
The agreement, subject to approval by the boards of both companies, will bring about long-awaited consolidation in the forest products industry, which has been suffering from overcapacity.
 
Willamette appeared to be nearing a deal to take control of the building products operations of Georgia-Pacific, a rival paper group. Willamette said yesterday those negotiations had ended.
 
The deal will be welcomed by Willamette's shareholders who, infuriated by the company's resistance, this month voted overwhelmingly in favour of Weyerhaeuser's Dollars 55-a-share bid.
 
Recently Willamette was hit with a lawsuit filed by veteran arbitrageur Guy Wyser-Pratte and Franklin Resources, the activist fund management group. Another arbitrage firm, Peter Schoenfeld Asset Management, threatened a proxy fight while California Employees' Public Retirement System, the huge US pension fund, had complained to Willamette's board.
 
Mr Rogel approached his former employer earlier in 2000 with a private offer of Dollars 43 a share. Even after Weyerhaeuser won a vote to elect three of its directors to Willamette's board the company continued its resistance.
 
Weyerhaeuser said it would accelerate closing its existing tender offer to ensure shareholders received their money quickly.

Copyright: The Financial Times Limited

 

 

 

Inquiries, requests to be included in email distribution lists, and suggestions of new Forum subjects may be addressed to inquiry@shareholderforum.com.

Publicly open programs of the Shareholder Forum are conducted for free participation of all shareholders of a subject company and any fiduciaries or professionals concerned with their decisions, according to the Forum’s stated "Conditions of Participation." In all cases, each participant is expected to make independent use of information obtained through the Forum, and participation is considered private unless the party specifically authorizes identification.

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.