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The Shareholder Forum™ Purpose The Shareholder Forum provides all decision-makers – from the ultimate owners of capital to the corporate managers who use their capital, and all of the professionals in between – with reliably effective access to the information and views participants consider relevant to their respective responsibilities for the common objective of using capital to produce goods and services. Having pioneered what became the widespread practice of "corporate access" events over two decades ago, the Forum continues to refine its "Direct Access" practices to assure effective support of marketplace interests. Access Policies To provide the required investor access without regulatory constraints, the Forum developed policies and practices allowing it to function as an SEC-defined independent moderator. We also adopted well-established publishing standards to assure essential participant privacy and communication rights. These carefully defined and thoroughly tested Forum policies are the foundation of our unique marketplace resource for clearly fair access to information and exchanges of views. History We have been doing this for more than two decades. The Forum programs were initiated in 1999 by the CFA Society New York (at the time known as 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 the Society’s members. Independently supported by Mr. Lutin since 2001, the Forum’s public programs – often in collaboration with the CFA Society as well as with other educational institutions such as the Columbia Schools of Business and Journalism, the Yale School of Management and The Conference Board – have achieved wide recognition for their effective definition of both company-specific and marketplace issues, followed by an 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. Commitment The Forum welcomes suggestions for its continuing support of fair access to the information needed by both shareholders and corporate managers. Responding to the recent increases in investor engagement and activism, we have established a strong policy commitment to supporting corporate managers who wish to provide the leadership expected of them by assuring orderly reviews of issues. We will of course also continue to welcome the initiation of company-specific programs by shareholders concerned with the use of their capital to produce goods and services, and we naturally remain committed to addressing general marketplace interests in collaboration with educational institutions and publishers. |
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 |