Andrew Freedman Quoted in Activist Insight on Withhold Campaigns
Corporate Partner and Co-Head of Olshan’s Activist & Equity Investment Group Andrew Freedman was recently quoted by Activist Insight on first-time activist Roaring Blue Lion Capital’s withhold campaign against the board of HomeStreet Bank. Announcement of the former’s withhold campaign follows a court verdict that HomeStreet’s board was within its rights to reject the activist’s nominees due to errors in the forms submitted to the company. Withhold campaigns, which usually occur when an activist has missed a nomination window or has had its slate disqualified, can ensure a board that “brazenly rejects shareholder nominations to entrench itself isn’t free and clear and riding into the sunset,” Mr. Freedman explains. Moreover, nomination bylaws that stave off activist slates and “thwart corporate democracy” lead him to contend that “overly zealous defense advisers are putting boards in incredibly vulnerable positions.” Attempts to disqualify activist slates on trivial technicalities may buy a board time, Mr. Freedman says, but these attempts ultimately might prove to be fruitless.