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9/18/2025

Cevian Says Capital Plans Make Swiss HQ ‘Not Viable’ for UBS

Financial Times (09/18/25) Foy, Simon; Ruehl, Mercedes

Cevian Capital has said it is “not viable” to run a large international bank from Switzerland due to new strict capital proposals, and that unless the position changes UBS (UBSG) would have “no other realistic option” but to leave the country. Cevian is Europe’s largest dedicated activist investor and holds about 1.4% of UBS’s shares. It added that the government proposals, which would force the bank to have as much as $26bn in extra capital, could not be meaningfully changed through lobbying efforts. “The board has the responsibility to ensure that UBS protects its competitiveness,” Lars Förberg, Cevian’s co-founder, told the Financial Times. “Under the current proposals, it is not viable to run a big international bank from Switzerland. We therefore see no other realistic option but to leave.” He added: “The message from the Federal Council is clear: UBS is too big for Switzerland.?I respect the Federal Council’s decision, but I do not understand it. It cannot be undone. Lobbyists cannot change that either. That effort can be spared.” The comments come as UBS is attempting to convince lawmakers to scale back the proposed capital changes, which the bank has called “extreme” and disproportionate. While UBS executives want the bank’s headquarters to remain in Switzerland if they can convince parliament to reduce the proposed capital hit, they are open to the idea of leaving if the proposals do not change, according to people familiar with their thinking. The intervention by Cevian is likely to add weight to the idea of UBS leaving Switzerland and could put pressure on the bank’s leadership to increase contingency planning. Another top 25 Swiss investor in UBS told the FT that the lender should seriously explore moving its headquarters, while one senior executive at another Swiss bank said they believed the Swiss government should take the threat seriously. “UBS is the largest wealth manager outside the US, with low risk. Any country would want such a bank,” Cevian’s Förberg said. If the bank were to leave, it would likely choose the US or an EU member state for its legal and regulatory headquarters, said one person familiar with the matter. However, some analysts say that such a move would be mired in complexity and see the threat of UBS leaving as a negotiating tool in its talks with the Swiss government. In June, the government outlined plans to force UBS to fully capitalise its foreign subsidiaries as part of a wide-ranging package of reforms to guard against another Credit Suisse-style collapse. At the time, it said that to meet the new requirements, UBS would need to increase its common equity tier one capital by about $26bn, although the bank has put the figure closer to $24bn. Swiss lawmakers this week also rejected a plan to delay some bank capital reforms, paving the way for the government to introduce some measures via executive order that could increase UBS’s capital requirements by $3bn. Cevian’s stake in UBS was first disclosed at the end of 2023, less than a year after the bank acquired crosstown rival Credit Suisse in a state-orchestrated rescue. At the time, Förberg said UBS shares could be worth SFr50 — roughly double their value at the time — within three to five years if the bank closed the valuation gap to U.S. peers. However, UBS’s share price has risen by less than a quarter since Cevian disclosed its stake, trailing other large European banks during the same period in large part due to the uncertainty around the capital proposals. UBS chief executive Sergio Ermotti last week said the lender wanted to “continue to operate as a successful global bank based out of Switzerland,” adding that it was “too early” to comment on what its response would be to the capital reforms.

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9/18/2025

Amid Investor Pressures, Arvinas to Cut 15% of Staff as it Reshapes Drug Strategy with Pfizer

Hartford Business (09/18/25) Bordonaro, Greg

Arvinas Inc. (ARVN) announced it will work with Pfizer Inc. (PFE) to find a third-party partner to commercialize their jointly developed breast cancer drug candidate, while also cutting jobs and authorizing a stock buyback program. The move comes as Arvinas faces pressure from activist investor Logos Global Management, which has pushed for a leaner business model and sharper research focus. Logos recently disclosed an 8.6% stake in Arvinas and has urged the company to reduce expenses, return capital to shareholders and streamline its drug pipeline. Arvinas said it and Pfizer agreed to out-license rights to vepdegestrant, an investigational therapy currently under review by the U.S. Food and Drug Administration, with a decision expected by June 2026. The two companies said a partner could maximize the drug’s commercial potential if approved. Arvinas in 2021 signed a $2.4 billion deal with Pfizer to jointly develop vepdegestrant. As part of its restructuring, Arvinas will cut about 15% of its workforce, mostly in positions tied to vepdegestrant commercialization. Combined with previously announced measures, the company said it expects to reduce annual costs by more than $100 million compared with fiscal 2024. In May, Arvinas announced plans to lay off 131 employees, or a third of its workforce, as it discontinued two phase 3 trials with Pfizer related to its breast cancer treatment development plan. Arvinas’ board this week also authorized a $100 million stock repurchase program, signaling confidence in the company’s prospects even as its shares trade well below their 52-week high. Arvinas, founded in 2013, is a pioneer in protein degradation therapies. Beyond vepdegestrant, the company is advancing early-stage drug candidates in oncology and neuroscience, including therapies for lymphoma, Parkinson’s disease and KRAS-driven cancers. Despite recent setbacks, including layoffs and the termination of a major New Haven lab lease, Arvinas said it still has enough cash to fund operations into the second half of 2028. Arvinas’ stock was trading at $7.70 Thursday morning, up 1.2%. That’s still well off its 52-week high price of $29.61.

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9/18/2025

Harwood Capital Demands Spire Healthcare Strategic Review

The Times (London) (09/18/25) Ralph, Alex

A large shareholder in Spire Healthcare Group (SPI), the London-listed hospitals company, is urging the board to launch a strategic review. Harwood Capital Management, which has a stake of about 5% in the FTSE 250 company, wants the board, led by Sir Ian Cheshire, the City veteran, to appoint advisers to consider options for the company, including a possible sale. In a statement to The Times, Harwood said: “We believe Spire’s current share price fails to reflect the company’s value, most notably its unencumbered hospital portfolio worth in excess of £1.4 billion, and its occupational health business, where management has an ambition to deliver £40 million per annum of ebitda [earnings before interest, tax, depreciation and amortisation] over the medium term.” Some other large shareholders are understood to be sympathetic to Harwood's view. Harwood could call for a shareholder meeting to be held if it is obstructed, but is understood to be seeking to work with the management and planning to meet at the end of the month. Shares in the company closed Thursday up 4.1% on the London Stock Exchange, valuing the company at £873 million. It comes after a report on Wednesday that Spire was facing calls from investors to put itself up for sale. Spire is one of Britain's largest private healthcare companies. The group runs 38 hospitals and more than 50 clinics, medical centers, and consulting rooms. It also operates a network of private GPs and provides occupational health services to more than 800 corporate clients. It provides services to private as well as NHS patients. Spire's chief executive is Justin Ash and its board includes Dr Ronnie van der Merwe, a representative of Mediclinic Group, another private healthcare company which is Spire's largest shareholder. Mediclinic owns just under 30% of Spire. Spire said at its half-year results at the end of July that it was “pleased with the progress made in implementing strategic and efficiency initiatives and believes that these, together with Spire's freehold property valued at more than £1.4 billion and a well-invested asset base, are not yet reflected by the market in full.” It added at the time: “The board will continue to actively evaluate and implement any appropriate action that drives long-term shareholder value.” Harwood Capital is run by its founder Christopher Mills and has £2 billion of assets under management. The Harwood entities invested in Spire include Achilles, an activist investment trust which is managed by Robert Naylor. There is understood to be frustration among large investors with the valuation of Spire, whose shares are down about 7.5% over the past 12 months. Four years ago, a £1 billion takeover of Spire by Ramsay Health Care (RMYHY), an Australian competitor, was voted down by shareholders. The offer had been recommended by Spire's board, which was also then run by Cheshire, a former Debenhams chairman. However, two of its largest institutional investors, Toscafund and Fidelity, were opposed. The offer was supported by Mediclinic, which itself had a higher takeover approach for Spire rejected in 2017. Mediclinic was taken private in 2023 by a consortium in a £3.7 billion acquisition.

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9/18/2025

Cracker Barrel Targeted with Proxy Fight by Steak ’n Shake Investor

Wall Street Journal (09/18/25) Haddon, Heather

Cracker Barrel Old Country Store’s (CBRL) persistent activist investor is back, pushing to shake up the country-themed restaurant’s board following its rebranding fiasco. Sardar Biglari, who has already run seven proxy contests at the family-dining chain since 2011, and a number of his holding companies are contesting the re-election of Cracker Barrel Chief Executive Julie Felss Masino and director Gilbert Dávila to the company’s board. Biglari, who is also the CEO of rival restaurant chain Steak ’n Shake, is a shareholder in Cracker Barrel through his investment funds. In a securities filing Thursday, Biglari said that he and his associates own 654,141 Cracker Barrel shares, or 2.9% of the company’s stock, and are encouraging other investors to vote against the nominees during its November board meeting. Biglari blamed the company’s current challenges on Masino and Dávila, who is CEO of the DMI Consulting multicultural marketing firm and a Cracker Barrel board member since 2020. “We have shown time and again that the Board and management of Cracker Barrel have made highly dubious decisions at every turn,” Biglari wrote. Cracker Barrel on Thursday referred to a previous statement, saying that Biglari has pursued his proxy contests “for what we believe are purely self-interested reasons. Thankfully, our shareholders have consistently rejected his proposals and nominees by overwhelming margins each time,” the company said. Biglari has spent years fighting to get on Cracker Barrel’s board and shape its management. His long-running criticism of the chain’s spending, strategy and management has been stoked over the past month by the chain’s logo change. The company removed the “old timer” — the man on the restaurant’s logo since 1977 — last month to streamline its branding, but returned him after criticism. Biglari has been particularly critical of Masino, who joined the chain in 2023 to try to help it boost customer traffic. Last year, Masino began a three-year plan to modernize Cracker Barrel through store renovations, new menu items and marketing campaigns. Cracker Barrel last month restored its old logo and has suspended store remodels after pushback from some customers and critics, including President Trump. The company said during an investor call Wednesday that fallout from the branding uproar has hit customer traffic, and it expects diner counts to remain depressed this year. Masino said she was sticking with other elements of her turnaround plan and remained optimistic. Cracker Barrel shares fell around 6% in midday trading Thursday. Cracker Barrel has tried to tamp down on repeated proxy contests, earlier this year amending its bylaws regarding shareholder contests. If a shareholder nominates directors at two separate annual meetings within five years, and fails to win substantial support, Cracker Barrel now requires that shareholder to reimburse the company for proxy-related expenses, up to $5 million. If a shareholder-nominated board candidate draws little support, that same candidate can’t be renominated for two to three years. Biglari’s Thursday filing also called on Cracker Barrel shareholders to strike down those provisions in advisory votes. Cracker Barrel’s window for board nominees previously closed, and Biglari didn’t suggest alternative board candidates.

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9/17/2025

Family Office Tarsadia Pushes Hotel REIT Toward Sale or Board Overhaul

Crain Currency (09/17/25) Pallardy, Carrie

Tarsadia Capital, a family office managing a 3.4% stake in Sunstone Hotel Investors (SHO), is urging the board of the real estate investment trust (REIT) to pursue a sale of the company or its individual hotel properties and to appoint new directors, according to a letter sent to Sunstone’s board. While activist hedge funds typically lead such campaigns, Tarsadia represents a growing segment of family offices that are using public-market stakes to influence corporate strategy. In recent years, these family offices have increasingly taken activist roles, leveraging their ownership stakes to push for changes they believe will enhance shareholder value. Tarsadia’s letter describes Sunstone as “subscale” relative to its peers and cites declining financial performance as justification for a strategic review. The family office proposes a dual-track approach: Sell the REIT outright or divest its 14-hotel portfolio, and refresh the board with independent directors mutually agreed upon with Tarsadia. Tarsadia hit a wall in negotiations with Sunstone, people familiar with the family office told Reuters. Tarsadia’s letter to the board indicates that it wants change at the board level: “new independent directors in mutual agreement with Tarsadia.” “If the board desires to continue with the status quo, we are prepared to make the case for change directly to our fellow shareholders,” said Michael Ching, managing director of Tarsadia Capital. Sunstone is not the first REIT to face pressure from activist investors. In 2024, alternative-investment manager Blackwells Capital launched a proxy fight against Braemar Hotels & Resorts (BHR), trying to nominate new members for half of the REIT’s board. Monty Bennett, Braemar’s chairman of the board, later cited “constant shareholder activism” as one factor behind the decision to put the REIT up for sale this year, according to Hotel Investment Today. The surge in activism has been aided by the Securities and Exchange Commission’s 2022 universal proxy rules, which now play a pivotal role in activist campaigns. Before the introduction of these rules, shareholders voting by proxy would have to choose between a company’s chosen slate of candidates or the activist’s slate in contested director elections. Now, shareholders can vote by proxy for individual candidates. An analysis by the Harvard Law School Forum on Corporate Governance suggests that these rules have made it easier for activists to win single board seats, though broad management overhauls remain uncommon. Whether Tarsadia’s campaign to force a sale of Sunstone and shake up its board will be successful remains to be seen. The firm previously led an activist campaign involving the health care technology company Cue Health. The company added a new board member as a part of a cooperation agreement reached with Tarsadia. Other family offices are following similar paths. Ed Garden, a well-known activist investor, launched his own family office intending to continue with that purpose. This year, Garden Firms took an activist position in Middleby, a commercial-kitchen equipment company, to push for strategic change. In 2024, Bloomberg reported the growing trend of family offices taking activist positions, a shift from their traditional private, long-term approach. While hedge funds are the typical activist investor, some family offices are adopting similar strategies to influence public companies. They can leverage their stakes in public companies to push for change that they believe will encourage better returns. Mission-driven family offices may even be interested in pushing for change that better aligns a public portfolio company with their values. Some family offices, like Tarsadia, are clearly comfortable leading public activist campaigns, while others may prefer more private, long-term strategies.

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9/17/2025

Video: NYK Puts Emphasis on Investor Relations

Bloomberg (09/17/25)

Japanese shipping giant NYK has boosted shareholder returns in FY2025, and its top executives have been paying close attention to investor relations -- at a time when activist investors are ramping up campaigns to press Japanese companies. On Bloomberg Chief Future Office, CFO Akira Kono and CEO Takaya Soga tell Shery Ahn why they're allocating more capital to dividends and buybacks while spending more time engaging with shareholders around the world.

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9/17/2025

Elliott Takes More Than $2 Billion Stake in Workday, Backs Leadership

Reuters (09/17/25) Meenaktshi, Harshita; Tanna, Shivani; Kaur, Gursimran

Elliott Management said on Tuesday it has built a stake of more than $2 billion in human resources software provider Workday (WDAY), while expressing support for the company's leadership. Elliott praised Workday's chief executive officer and chief financial officer, citing strong progress in recent years and describing its management team as proven and effective. The investor added it was pleased with its dialogue with the company and expressed confidence that the multi-year plan outlined at Workday's Financial Analyst Day would drive significant long-term value for shareholders. In a separate statement, California-based Workday welcomed Elliott's support, but did not elaborate on any specific initiatives. Meanwhile on Tuesday, Workday announced a $1.1 billion deal to buy artificial intelligence (AI) firm Sana, its third AI-related deal in less than two months, following the acquisition of Paradox and Flowise in August. The company is navigating intensifying competition in the crowded HR software sector, as rivals ramp up acquisitions to secure market share and embed the booming AI tech into their offerings in meet evolving customer demands.

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9/17/2025

Private Hospitals Group Spire Faces Investor Calls to Explore Sale

Sky News (09/17/25) Kleinman, Mark

Spire Healthcare Group Plc (SPI), the private hospitals operator, is facing calls from leading investors to put itself up for sale. Shareholders including Achilles, an activist investment trust co-founded by the prominent City fund manager Christopher Mills, want Spire to explore talks with potential bidders. Sources said that Achilles, which holds roughly 5% of Spire's shares, was among a number of investors who believed the company was significantly undervalued. Spire runs 38 hospitals and more than 50 clinics, medical centers, and consulting rooms across the UK. It is the largest provider of hip and knee operations in the country. Run by Justin Ash, chief executive, the company is chaired by Sir Ian Cheshire. Achilles, which is managed by Robert Naylor, is understood to have communicated its wish for the company to hire advisers to run a formal sale process. Spire has a market capitalization of close to £820 million, although its real estate assets alone have been valued at more than £1.4 billion. The company has told investors that it is committed to delivering value for shareholders. "The Board will continue to actively evaluate and implement any appropriate action that drives long term shareholder value," it said alongside results in July. It was unclear on Wednesday whether any formal approaches had been received by Spire's board.

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9/17/2025

Workday has Just Drawn an Activist Investor. Is it the Catalyst the Workplace-software Stock Needs?

MarketWatch (09/17/25) Ji, Christine

Several Wall Street analysts raised their outlooks for Workday Inc. (WDAY) ahead of Wednesday’s opening bell, citing a new stake by activist investor Elliott Management and a recent acquisition that could help make the company more competitive in the artificial-intelligence era. Workday shares jumped 9% in morning trading Wednesday, and investors will be looking to see whether that sparks a prolonged reversal from the stock’s year-to-date doldrums. Heading into Wednesday’s session, the stock had shed 13% over the course of 2025 as investors worried that the rise of AI would disrupt its traditional business of selling human-resources software. Now an activist is getting involved. Elliott Management announced an over $2 billion stake in Workday on Tuesday and praised the company’s management for positioning Workday as an industry leader. Workday also announced plans to acquire the artificial-intelligence startup Sana for $1.1 billion during its Tuesday investor day. Guggenheim analyst John DiFucci took a brighter view of the stock in the wake of the investor day. He wrote that Workday “is a better positioned company today than it was a few years ago,” as he upgraded the stock to buy from neutral and introduced a price target of $285 on Wednesday. DiFucci highlighted the company’s efforts to increase engagement with partners, expand internationally and aggressively build out AI capabilities both in-house and through inorganic methods. The Sana deal marks Workday’s third AI-related acquisition in two months, a move DiFucci said he believes will make the company’s offerings more competitive with AI-powered search and agents. Elliott’s stake is likely to boost Workday’s stock in the near term, but DiFucci said he isn’t sure whether an activist investor is what the company needs at this point, as the company has posted progress on its own already. “Workday was already working to lower expenses and increase growth,” the Guggenheim analyst wrote. If Elliott encourages aggressive cost-cutting measures or other initiatives that deter growth, Workday’s business could suffer in the long term, he cautioned. “In fairness to Elliott Management, we are unaware of the successful investor’s specific intent at this time,” DiFucci added. Jefferies analyst Brent Thill said he believes the Elliott stake could “add healthy pressure” for Workday to boost its free cash flow. Workday has been shifting its focus from revenue growth to margin expansion, which Thill thinks sets a “more achievable bar” for the company. Thill reiterated his buy rating and $325 price target. While AI agent adoption is in the early stages, Needham analyst Scott Berg sees green shoots for Workday, he said. He pointed to a growing portion of Workday revenue coming from existing customers. The company is successfully selling them new AI features and cross-selling products from its recent acquisitions. This strategy now accounts for roughly 60% of growth, up from 50% a year ago. Berg reiterated his buy rating and $300 price target.

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