6/10/2026

Northern Star Admits to Takeover Bids Amid Elliott Investment Management Pressure

Australian Financial Review (06/10/26) Wembridge, Mark

Under fire gold miner Northern Star Resources (ASX: NST) has admitted that its dismal share price performance sparked multiple takeover or merger approaches over the past year, and agreed with Elliott Investment Management’s criticism that it needs to lift its game. However, the ASX’s biggest Australian-headquartered gold miner rejected the suggestion by hedge fund Elliott Investment Management that it should be sold, saying that retaining assets was the better option for shareholders. Northern Star Chairman Michael Chaney on Wednesday broke his silence following last week’s revelation that Elliott had built a 4% stake in the miner worth more than $1 billion and was agitating for change. In a scathing letter, United States-based Elliott noted the miner’s “worst-in-class total shareholder returns and a steep valuation discount, repeated guidance misses and operational failures, a lack of leadership credibility and talent exodus, and cost overruns." Elliott suggested selling underperforming assets, a fresh boardroom-led turnaround, or a full sale of the company to the likes of South Africa’s Gold Fields (NYSE: GFI), Canada’s Agnico Eagle (NYSE: AEM), or U.S. miners AngloGold Ashanti (NYSE: AU), and Newmont (NYSE: NEM). In response, Chaney acknowledged that Northern Star’s shares had “not met our expectations, and we recognize shareholders’ concern." “Shareholders we speak to agree with that and are expecting the value of the company to be reflected properly in the share price.” Northern Star’s stock has fallen by one-quarter this year, underperforming rivals amid soaring gold prices. Its shares fell 3.5% on Wednesday to $18.54. Chaney said the miner had acceded to Elliott’s demand to appoint directors with mining experience to its boardroom, noting that the company was “happy to engage” with the fund on any suggestions that could deliver value. The miner has engaged an international search firm to find a replacement for outgoing managing director Stuart Tonkin, who was shown the door without a solid succession plan in place. The miner said it had interviewed internal and external candidates. Regarding Elliott’s pressure to run a sale process for the entire company, Chaney said the board did “not consider that this is the right time to do so." “We are always open to serious approaches from outside parties, and you will not be surprised to learn that given our share price underperformance over the last year, Northern Star has been approached by several companies about considering various corporate combinations,” he said. “Those discussions did not proceed because they were not in shareholders’ best interests.” Chaney, who is also chairman of conglomerate Wesfarmers, confirmed the board had considered spinning off some mines but decided against any sale, adding that the assets would “remain under regular review." “I share the view of our shareholders, including Elliott, that Northern Star’s share price is discounted relative to our assessment of the company’s underlying value,” said Chaney, who will stand down as chairman at the miner’s annual meeting in November. Deputy Chairman Michael Ashforth, a former investment banker, is a possible replacement for Chaney. While most of its rivals have taken fuller advantage of the soaring bullion price, Northern Star has been dogged by mechanical problems at its flagship Super Pit in Kalgoorlie and a series of operational headaches. Investors rounded on Tonkin after he waited a month to report that a vital mechanical crusher was broken, and that gold production would be as much as one-fifth lower than earlier forecasts. The miner’s $1.7 billion project to double annual production at its Kalgoorlie mill has been hit by delays and blowouts, although Chaney said the cost overrun was “modest in comparison to other major Australian projects." Elliott has a record of encouraging companies to change direction, including its 2017 high-profile campaign that pushed mining giant BHP (NYSE: BHP) to collapse its dual-class share structure.

Read the article

6/10/2026

Biotech Company Shareholders Elect Chris Christie in Rejecting Doma Perpetual Capital Management LLC's Slate

San Francisco Business Times (06/10/26) Leuty, Ron

A Peninsula drug company's shareholders turned back Doma Perpetual Capital Management LLC's challenge Tuesday, voting to elect three company-supported directors, including Chris Christie, the former New Jersey governor and onetime Republican presidential candidate. Shareholders of Pacira BioSciences Inc. (Nasdaq: PCRX) elected Christie, longtime drug entrepreneur Thomas Wiggans and former Bristol-Myers Squibb Co (NYSE: BMY) Chief Medical Officer Dr. Samit Hirawat to the Brisbane pain-treatment company's board of directors, it said Tuesday. Leaders of Miami hedge fund Doma Perpetual Capital Management LLC had pushed shareholders to elect its trio to force Pacira management to halt acquisitions, sell the company, and return capital to shareholders. Pacira, which sells the injectable, long-acting, nonopioid local anesthetic Exparel, and Doma had exchanged volleys in a monthslong proxy battle. At stake were Pacira's cash, equivalents and investments totaling $202.2 million. DOMA owns about 7.5% of Pacira's outstanding shares. The hedge fund had nominated Doma Chief Financial Officer Eric de Armas, psychiatrist Christopher Dennis and Oliver "Ben" Curtis III, a former federal prosecutor who advises on regulatory enforcement and more. Two independent proxy advisory firms, Institutional Shareholder Services Inc. and Glass, Lewis & Co., recommended shareholders vote for Pacira's director nominees. Pacira, led since early 2024 by former Genentech Inc. and Forma Therapeutics executive Frank Lee, has beefed up its product lineup with osteoarthritis treatment Zilretta and the handheld device Iovera, which uses cold temperature to temporarily block nerve signals for up to three months, through acquisitions. The company's experimental gene therapy, PCRX-101, or enekinragene inzadenovec, is in a mid-stage clinical trial to treat osteoarthritis of the knee. The therapy is billed as a genetic fix for what's known as the IL-1 pathway, which triggers knee inflammation, joint degeneration and pain in response to bodily invaders and cellular stress. Pacira had 829 employees at the end of last year.

Read the article

6/9/2026

Jana Urges Fiserv to Sell More Assets, Refresh Board

Reuters (06/09/26) Herbst-Bayliss, Svea

Jana Partners wants payments company Fiserv (FISV.O) to sell additional assets and appoint new directors with banking software and payments experience, the investor said on Tuesday. After months of private discussions with the company, Jana is now for the first time sharing its plans for the company. Speaking at Wolfe Research's annual Activist Conference, Jana's managing partner Scott Ostfeld said he believes Fiserv should aggressively pursue non-core divestitures. "Fiserv is in the early innings of rehabilitating its credibility with customers and investors," Ostfeld said. "We believe further portfolio reshaping and expanding the board's refreshment process to add relevant experience would speed the credibility rebuilding process and lead to a re-rating of the stock." Fiserv's stock price has tumbled nearly 70% in the last 12 months and Tuesday marks the first time Ostfeld has discussed the investment publicly since buying in late last year. The New York-based hedge fund, one of the industry's most successful investors, first invested in the Milwaukee-headquartered company in late 2025 following a 60% drop in Fiserv's share price. The company, which provides fintech services to banks, credit unions and merchants, has seen its stock price drop nearly 20% in 2026 and it closed trading at $52.72 on Monday. During the first quarter, Jana nearly doubled its investment in Fiserv to own just under 1%, making the hedge fund one of the company's top 20 investors. Fiserv has a market valuation of $28 billion. Ostfeld stopped short of calling for a broader breakup of the company, but noted this might be an attractive option in the future if the company's valuation does not improve. Jana supports Chief Executive Mike Lyons, who was appointed to the top job in May 2025, and his efforts to rebuild the company's credibility. The firm also believes Fiserv is in a unique position to help banks and credit unions adopt artificial intelligence tools in their own businesses, including through a recently announced collaboration with OpenAI. Last month, Fiserv said it partnered with Bridgeport Partners to form a joint venture spinning off its ATM managed services, cash logistics and MoneyPass networks. It also sold its Education Solutions student loan servicing business to Infinite Computer Solutions. Jana has experience in the financial services sector and in 2023 successfully pushed Fiserv competitor Fidelity National Information Services (FIS) to separate its Worldpay payments business. Currently the hedge fund is pushing for a big share buyback and breakup at holding company Markel Group (MKL.N) and a sale of digital banking platform Alkami Technology (ALKT.O). Activist investors have increasingly called for companies to sell some of their businesses or the entire company in the last months, industry analysts have said, at a time the pace of mergers and acquisitions is picking up and bankers are preparing for more activity in the second half of the year.

Read the article

6/9/2026

BP Investors Push for Clarity Over Ousting of Chair

Financial Times (06/09/26) Moore, Malcolm; Livsey, Alan; Armstrong, Ashley; et al.

Top BP (LON: BP) investors and former executives are concerned the UK oil major may lose momentum over the aggressive cost-cutting and restructuring plan driven by former chair Albert Manifold before his abrupt exit last month. Shareholders told the FT they remained in the dark about the precise circumstances that led to the departure of the 63-year-old Irish executive, and some feared his strategy had made enemies inside an organization that was resistant to his changes. “He was aggressively instituting change and that made the bureaucracy uncomfortable,” said one leading investor. “Were people trying to get him out of the door? That is our and many other investors’ concern.” Manifold was hired last year to shake up BP and planned to simplify and sell off large parts of the energy major, overhaul the company’s board of directors and cut costs. In a statement after his departure, in which he took aim at the company’s culture of “excessive expenditure,” including chauffeurs, private jets and corporate tickets to sporting events, Manifold said “it felt to me that my priorities were not always shared by everyone." BP said Manifold was fired for “unacceptable conduct,” with some people close to the company alleging that his behavior at times amounted to “bullying.” Manifold has described the claims as “lies." Per Lekander, founder of hedge fund manager Clean Energy Transition, said BP had been “a reasonably mismanaged kingdom for the past 30 years." “Culture tends to be one of the most stable things in an organization,” Lekander added. “Of course, when someone tries to do something about it, when you start a row in the kingdom, the king or the princes object to it.” Investors who spoke to BP said the oil group had pledged to continue with Manifold’s strategy of simplifying the company, but added that they would like further clarity. “Details were limited, given both the timely nature of the meeting and the sensitivity of aspects of the allegations,” said Stuart Riddick, senior sustainable investment manager at Aberdeen, who spoke with the company shortly after Manifold’s departure. Riddick said the asset manager “would like to know more about the governance standards and oversight issues cited by the board." At the time of Manifold’s sacking, BP’s interim chair Ian Tyler said the board had “deep conviction” in the strategy advanced by Manifold and was “moving at pace to deliver it." The controversy has reopened longstanding questions about BP’s corporate culture. One former BP executive, who said they had no direct knowledge of what had transpired, suggested that it was possible Manifold’s enemies had lobbied against him. “That place was always a nest of vipers,” they said. One person close to BP said the company had been unable to give full details of Manifold’s dismissal because it has a duty of care towards the staff who complained about the former chair. “Everyone wants the color, and the company will not give it because it would not be fair to the complainants,” they said. A person close to Manifold previously suggested that BP company secretary Ben Mathews, one of the longest-standing senior figures at the oil major, had been a “driver” of BP’s decision to remove Manifold. Mathews has taken time off since Manifold was ousted, after having dealt with the departures of both previous chair Helge Lund and Manifold in rapid succession. Tyler has declined to comment on specific employees or situations, beyond reiterating they removed Manifold for “unacceptable conduct." Matthew Lofting, an analyst at JPMorgan (NYSE: JPM), wrote in a note on Friday that he had met BP chief executive Meg O’Neill and that her “overarching message was that the chair has necessarily changed, but [BP’s] strategic direction hasn’t." BP laid out its current plan in February 2025, before Manifold’s arrival at the company, and has so far cut $2.8 billion of costs, against an initial target of $4 billion to $5 billion by 2027. Elliott, which took a near-5% stake in the oil major, has urged the company to go further, and in March BP increased its target to $6.5 billion to $7.5 billion of cuts. A spokesperson for BP said: “We remain firmly focused on cost discipline and delivering value for our shareholders.” One investor said the recent boardroom upheaval would keep BP under scrutiny, making any backsliding difficult, as “cost would have been front and center of Meg’s appointment." Other investors said governance concerns were outweighed by the windfall the company was reaping from high oil prices. “It’s less consequential who is in the chairman role,” said Brian Kersmanc at GQG Partners, which increased its shareholding in the wake of Manifold’s departure. “People are so myopically focused on what’s happening within the board that they are missing the forest for the trees. If oil stays anywhere near $100 a barrel in terms of pricing, the free cash flow these guys are going to generate is going to be off the charts,” he added. “At the end of the day, we vote with our shares. If we see the business is heading in a different direction, we’ll change course.”

Read the article

6/9/2026

3D Investment Partners: Leading Proxy Advisory Firm Glass Lewis Recommends Toho Holdings Shareholders Vote “AGAINST” the Proposed Poison Pill

BusinessWire (06/09/26)

3D Investment Partners Pte. Ltd., who provides discretionary investment management services to an investment fund which is a shareholder of Toho Holdings Co., Ltd. (TSE: 8129), announced that Glass, Lewis & Co., a leading independent provider of proxy research and voting recommendations for the institutional investor community, has recommended that shareholders of Toho HD vote AGAINST Proposal 4 (Gratis allotment of stock acquisition rights — the “Poison Pill Proposal”) at the Company’s 78th Annual General Meeting (AGM) of Shareholders, scheduled to be held on June 26, 2026. In its report, Glass Lewis determined that the Poison Pill “raises substantial governance concerns” and “may not appear to be in shareholders’ best interests at this time.” In reaching its conclusion, Glass Lewis highlighted that Toho HD provided “insufficient rationale” for adopting the Poison Pill and noted that the Poison Pill “does not appear appropriately proportionate to the circumstances.” In making its recommendation, Glass Lewis raised concerns to the following effect: Glass Lewis pointed to the adoption of the response policy without prior shareholder approval and to the breadth of the information requirements imposed on 3D. Glass Lewis questioned the persuasiveness of the Company's concerns, recognizing 3D's responses—including its proposal to voluntarily cap its ownership and its efforts to comply with the Company's procedures—as constructive. Glass Lewis noted that 3D’s disclosures appeared more comprehensive and transparent than the Company’s more limited disclosures, and that some investors may view 3D’s explanations as comparatively more credible. 3D remains deeply concerned that the approval of the invocation of the Poison Pill will entrench management at a time when greater accountability is urgently needed. Notably, after 3D shared court records suggesting potential executive involvement in systemic bid-rigging, the Board ceased communication and unilaterally introduced the Pill. At the time of adoption, substantially independent directors made up only 33% of the Board—falling short of METI's guidelines desiring a majority—a deficiency that persists even after the June AGM. This structural failure is further evidenced by deteriorating performance: Toho HD’s ROE has declined since FY2024 and now trails the peer median, its stock has materially underperformed industry peers since the Poison Pill was introduced, and its May 13 results fell well below analyst consensus. Despite all this, the new medium-term plan largely recycles targets from the prior, underachieved plan. 3D is concerned that the endorsement of the invocation of the Poison Pill may further weaken the managerial discipline that shareholders rely on to drive long-term value creation.

Read the article

6/9/2026

Capital Group Raises KT&G Stake to 7.2%

Korea Herald (06/09/26) Hyeong-woo, Kan

Capital Group has upped its stake in KT&G (KRX: 033780) to 7.21% as the latter continues to attract foreign investors. According to KT&G’s regulatory filing on Tuesday, Capital Research and Management Company, a wholly-owned investment arm of the Capital Group, acquired about 1.6 million extra shares of KT&G as of May 29. The additional investment came a little over three weeks after it had acquired a 5.61% stake in the Korean cigarette maker. Capital Group is one of the world's largest asset managers, managing more than $3 trillion in assets worldwide. KT&G logged 1.7 trillion won ($1.1 billion) in sales and 364.5 billion won in operating profit in the first quarter this year, up 14.3% and 27.6%, respectively, from the same period last year. In particular, the company posted record-setting 559.6 billion won in overseas sales, up 24.6% on year, on the back of balanced growth across the globe. KT&G plans to announce new shareholder return policies in the second half, based on growth driven by global sales. “Following BlackRock (NYSE: BLK), global financial companies that are long-term investment-oriented, such as Capital Group, are consecutively acquiring stakes (in KT&G) and recognizing our company’s fundamental competitiveness,” said a KT&G official. “We will continue to strengthen our shareholder value by increasing profits centered around global businesses and setting up a positive cycle of shareholder returns in the future.”

Read the article

6/9/2026

Ancora Builds Stake in Ashland, Pushes for Sale

Reuters (06/09/26) Herbst-Bayliss, Svea

Ancora Alternatives has built a significant stake in Ashland Inc (ASH.N) and wants the U.S. specialty chemicals company to sell itself, arguing that a transaction could boost its share price by at least 30%, according to a presentation reviewed by Reuters. The Cleveland-headquartered hedge fund said it is ready to launch a proxy fight at the Wilmington, Delaware-based company if there is not tangible progress toward reaching a deal by the time the window to nominate directors opens in September. Ashland's share price jumped more than 6% on Tuesday afternoon to trade at $61.12 as investors reacted to Ancora's presentation. Ancora began building its stake when the stock price dropped in April after Ashland, whose customers include L'Oreal (EPA: OR), Estee Lauder (EL.N), and Pfizer (PFE.N), reported disappointing fiscal second-quarter earnings. Net income was lower and earnings per share missed Wall Street's forecasts. ince hitting a high in December 2022, Ashland's stock price has tumbled roughly 50% as investors punish the company by valuing the whole at less than its standalone business segments would be valued, Ancora said. The company currently has a market value of $2.7 billion. But a sales process could help push the stock much higher, Ancora forecast, saying the price could rise to at least $76 a share. "A sale is the best path to realizing Ashland's intrinsic value in the face of the company's significant trading discount and near-term growth and execution issues," the presentation said. "Ashland is an attractive asset to a deep pool of strategics and financial sponsors alike." Standard Investments, the investment platform of privately held global industrial conglomerate Standard Industries, currently ranks as Ashland's biggest investor, with a stake of nearly 10%. Industry analysts have speculated it might be among a group of potential buyers, especially since it has experience with these kinds of takeovers after it bought chemical giant W.R. Grace in 2021. By publicly calling on Ashland to sell, Ancora said it could act as a catalyst and give "the full field of buyers cover to come forward" while also giving management and the board a forceful nudge to move ahead. Ancora, which cemented its reputation as a successful investor with more than two dozen campaigns in the last six years at companies including railroad Norfolk Southern (NSC.N) and retailer Kohls (KSS.N), is unveiling its Ashland campaign at the Wolfe Research Activist Conference on Tuesday. As the pace of mergers and acquisitions has picked up this year, a number of investors have become more vocal in pushing management to sell certain businesses or even the entire company, heaping new pressure on boards and management teams. While praising Ashland's key products and loyal list of customers, Ancora also signaled it is ready to turn up the heat. "If constructive dialogue with the board and management does not lead to a near-term resolution, then the company’s upcoming nominating window provides an opportunity to add fresh leadership to the board and ensure proper fiduciary oversight is exercised," the presentation said. Ancora has a list of potential director nominees who know the company well and would be ready to run for seats in a proxy fight. Ancora has attributed some of the company's lackluster performance to Ashland CEO Guillermo Novo, who was appointed to the top job in 2019 with a mandate to transform the company into a pure-play specialty chemicals company by selling noncore businesses and cutting costs. Despite some improvements, Ancora notes that the stock price has dropped 24% during Novo's tenure. The hedge fund stopped short of calling for Novo's ouster but left little doubt that time has run out for management to deliver and that it wants to see stronger actions now, the presentation shows.

Read the article

6/8/2026

Independent Proxy Advisory Firms ISS and Glass Lewis Unanimously Support the Election of ALL Director Nominees at Dynacor’s AGM

GlobeNewswire (06/08/26)

Dynacor Group Inc. (TSX: DNG) announced that its director nominees and other annual meeting resolutions received favorable voting recommendations from Glass Lewis and Co., LLC and Institutional Shareholder Services Inc. (ISS). ISS and Glass Lewis have recommended that Dynacor's shareholders vote FOR the election of each of the Corporation’s director nominees at the Corporation’s Annual General Meeting of Shareholders, which will be held on June 19. Additionally, ISS and Glass Lewis recommend that shareholders vote FOR the re-appointment of the auditor. Glass Lewis has also recommended voting FOR the amendment to the Stock Option Plan to replenish the pool. ISS, which supported the same plan in connection with last year's AGM, has noted a minor clarification regarding amendment provisions consistent with its recent guidance, which the Board will consider the next time the plan is amended. The plan, meanwhile, fully complies with regulatory and TSX requirements. Dynacor is disappointed that iolite Partners Ltd. has circulated a dissident proxy circular soliciting shareholders to withhold votes from certain director nominees, among other disruptive actions. Dynacor reminds shareholders that the dissident was not elected at last year’s special meeting, which he called in an attempt to secure his election to Dynacor’s board. The Dissident’s recommendations would not serve the best interests of shareholders and would undermine the Corporation's strategic momentum and governance stability The Dissident’s campaign continues a pattern of disruptive activism that diverts disproportionate corporate resources toward responding to repetitive requests and unfounded allegations that do not advance the Corporation's interests. Despite unsuccessful efforts in 2025, including a failed requisitioned meeting, a failed withhold campaign, and a failed attempt to elect a director to Dynacor’s board, the Dissident persists in challenging shareholder decisions. Notably, following the failed 2025 campaigns, the Dissident made unreasonable demands regarding share buybacks and legal fees, that overturn other shareholder decisions and disregard their interests. The current solicitation, characterized by misleading communications, appears once again driven by the Dissident's personal objectives rather than shareholder value.

Read the article

6/7/2026

Japanese Firms Field Record Proposals From Activists at This Year's Shareholder Meetings

Reuters (06/07/26) Bridge, Anton

Activist investors have made a record number of proposals to Japanese firms for shareholders to vote on at annual general meetings this month, including growing calls for company executives to step down. Fueling the boom has been multi-year prodding of Japanese companies by regulators and the Tokyo Stock Exchange to improve shareholder returns and invest in growth, as well as some recent big activist wins. As of June 3, 139 proposals by activist shareholders were submitted for votes at AGMs, two more than last year, according to data compiled by Mitsubishi UFJ Trust Bank. The majority were submitted by foreign investors. Of these, 19 either oppose a company-nominated director's appointment or nominate a new director candidate. That's up from 14 such proposals last year and just seven in 2024. It's not easy for shareholder proposals to pass in any region, though they often pressure companies to reform. In Japan, fewer than one in 20 submitted since January 2023 have passed, data compiled by shareholder advisory firm SquareWell Partners shows. That said, activist ambitions have grown after a vote instigated by Oasis Management last year ousted the CEO of chemicals firm Taiyo Holdings (4626.T) - a rarely accomplished feat. High-profile campaigns by other activists, even if conducted by other means, have also provided an important boost. Of particular note was U.S.-based Elliott Investment Management's milestone victory over Toyota (7203.T) against the terms of a buyout of a group firm - a campaign it waged through vocal public opposition. Of the many proposals put forward by activist investors, a June 25 shareholder vote at Kyoto-based electronics manufacturer Kyocera (6971.T) is expected to be among those garnering attention. Oasis, which has previously argued that Kyocera should divest unprofitable businesses and accelerate restructuring, is now calling for Chairman Goro Yamaguchi to step down. "Taiyo was the same situation (as Kyocera) where the CEO was allocating capital toward and heralding a poor business that was taking away from the good margins of the great business," said Seth Fischer, chief investment officer at Oasis. Yamaguchi, who has led Kyocera since 2017, gained 63.8% of shareholder votes last year - very low for a Japanese business leader and a far cry from the 79% he had in 2021. Kyocera's board has rejected Oasis' proposals, highlighting Yamaguchi's contributions to governance and management reforms. Oasis is also calling for shareholders to vote against the heads of publisher and gaming company Kadokawa (9468.T), Tokyo Steel (5423.T), and recruitment firm SMS (2175.T). Kadokawa and SMS' boards rejected Oasis' proposals, while Tokyo Steel has yet to publicly respond. "Right now, one effective way that we can galvanize other investors and improve the companies is to hold management accountable for poor performance if they don't deserve to be voted back in," Fischer said. Other funds vocal this year include entities affiliated with Dalton Investments. They have in several cases proposed the appointment of independent directors with capital markets experience that they argue is lacking on the firms' boards, such as at probiotic drink maker Yakult (2267.T). UK-based AVI has called for the president of tablet manufacturer Wacom (6727.T) to step down, citing governance concerns and declining profits. Yakult's board has rejected the Dalton proposal. Wacom's board has also rejected the proposed dismissal of its president but it has suspended its relationship with another company set up by the president after AVI's campaigning. Domestic asset managers are also now taking a harder line on firms' capital allocation decisions and profit performances, lifting chances that they will vote against company leaders. In particular, they tend to vote against management when there has been low return on equity or there are excessive cross shareholdings, the MUFJ Trust Bank data showed. "Domestic managers feel more comfortable voting against a director's reelection if they feel something's wrong," said Ali Saribas, partner at SquareWell Partners.

Read the article