DealLawyers.com Blog

In their latest “Understanding Activism with John & J.T.” podcast, John and J.T. Ho were joined by Sean Donahue. Sean is Chair of the Public Company Advisory practice and Co-Chair of the Shareholder Activism & Takeover Defense practice at Paul Hastings, and his practice focuses on counseling public companies and their boards of directors on shareholder activism and takeover defense, mergers and acquisitions, capital markets transactions, securities regulation, and corporate governance matters.

Topics covered during this 35-minute podcast include:

1. How exempt solicitations differ from conventional proxy solicitations
2. Common exempt solicitation scenarios and when and how companies should respond
3. Will the trend toward use of exempt solicitations by pro- and anti-ESG proponents continue?
4. The goals of a typical “vote no” campaign and how these campaigns typically unfold
5. Impact of majority voting standards on the effectiveness of vote no campaigns
6. Defense strategies for vote no campaigns and how they differ from those used in a traditional proxy contest
7. What “zero slate” campaigns are and how they work
8. Potential advantages and disadvantages of a zero slate campaign for an activist
9. How companies should adjust defense strategies to address the threat of of a zero slate campaign
10. Are zero vote campaigns activism’s next big trend?

John and J.T.’s objective with this podcast series is to share perspectives on key issues and developments in shareholder activism from representatives of both public companies and activists. They’re continuing to record new podcasts, and I have found them very engaging and filled with practical insights! Stay tuned for more!

– Meredith Ervine