The campaign season is heating up. No, not the midterm Congressional elections. This is the campaign for shareholder mindshare as activist hedge funds challenge their often entrenched board of directors to become more aggressive in enhancing return.
The latest campaign salvo came from activist investor Daniel Loeb in Third Point’s mailing campaign targeting Sotheby’s (NYSE:BID) shareholders. The mailer headline encourages stockholders to “Vote the White Proxy Card Today!” for Loeb’s slate of candidates.
The mailer provided a direct comparison between Loeb’s three candidates and Sotheby’s (NYSE:BID) sitting board members.
Daniel Loeb vs. Jessica Bibliowicz
Perhaps the title fight is between heavyweight Loeb and Jessica Bibilowicz, the former chief executive officer of National Financial Partners, a provider of insurance, corporate benefits and wealth management services.
In the letter Loeb notes that he was offered a board seat, but now Sotheby’s (NYSE:BID) calls him “unqualified.” The letter noted Bibliowicz’s accomplishments but questioned “her skills and experience are not particularly relevant to being a director of Sothebys.” The letter also noted Bibliowicz has not, to their knowledge, purchased stock in the company.
Harry Wilson vs. Danny Meyer
Loeb’s candidate to replace restaurateur Danny Meyer again puts a heavyweight into the right with Wilson. Wilson’s experience, the letter noted, was “voluminous.” The experience included “General Motors Company (NYSE:GM), where he served as the U.S. Treasury’s lead person responsible for the restructuring; Yahoo! Inc. (NASDAQ:YHOO), in partnership with Dan and Third Point; Visteon, where Harry continues to serve on the Board and was a key player in a transformation that unlocked substantial shareholder value; and YRC Worldwide, where Harry recruited a new board (including himself) and management team that has overseen a nearly five-fold increase in operating profit in less than three years.”
Meyer, the letter noted, has not purchased Sotheby’s (NYSE:BID) stock. Taking a subtle swipe at Meyer’s qualifications, the letter says “Notwithstanding how much we would enjoy a Board meeting catered by the Union Square Cafe, we respectfully submit that Harry’s credentials are far better suited to Board service at Sothebys than Mr. Meyer’s.”
Olivier Reza vs. Robert Taubman
Perhaps the most interesting match-up comes in the Reza vs Taubman undercard. Taubman was literally born into the position. As the letter notes, Taubman “is the son of the former Chairman, Alfred Taubman, and was planted on the Board when his father left the Company after being implicated in a price-fixing scandal. He and his family almost completely divested their ownership stake in Sothebys (NYSE:BID) in 2006, yet he is entering his 14th year on this Board.”
Reza is an active jewelry designer and gem collector, as well as being a very active art collector.
“Mr. Taubman is Chairman of the Compensation Committee and bears responsibility for the inordinately generous and opaque compensation packages awarded to Chief Executive Officer William Ruprecht over the years,” the letter notes, starting to hit at the core of the issue.
Loeb board members own stock, existing board doesn’t meet same standard, says letter
“Each of our nominees has already purchased stock and brings relevant skills to increase the Company’s value. The “Sotheby’s Three” collectively have almost no investment in Sotheby’s (NYSE:BID) stock and possess far fewer relevant skills,” the letter noted. “We look forward to working on your behalf to create “A Better BID,” the letter ended, sticking with the campaign slogan theme.