Contested Takeover Case Study
Corporate Finance Services
At Salisbury Associates we design, build and operate specialised services to support complex stakeholder communications. We are pioneers and pan-European leaders in the services we offer, supported by world-class facilities, technology, and most importantly our in-depth knowledge of the industry and our years of experience.
We have the ability to scale up quickly and are accustomed to meeting the tight timescales generally required with stakeholder communications. Our base in London provides the ideal location from which to support global organisations and we manage the delivery of service from several high quality centers, ensuring the delivery of service needed with built in redundancy.
Solicitation Services
Global Retail Shareholder Helplines
Salisbury Associates will provide services to support shareholders in understanding the complex financial transactions impacting their organisation, enabling them to make informed decisions. Documentation sent to shareholders often contains unfamiliar and complex legal terminology. We help them understand and navigate the lengthy documents to find the information they require and understand key points.
Our sophisticated systems allow us to provide unparalleled support to the agent with detailed scripting, internet-based reference documents and a unique Q&A process to ensure we are compliant when handling shareholder questions. In addition, our experts are on hand to support the lawyers and bankers to create scripts for the agents which are specifically tailored for telephone based communications.
Benefits
- Reduced disruption for management of shareholders questions
- Good shareholder governance
- Higher participation rates
Global Retail Shareholder Proxy / Acceptance Chase
Retail shareholders can make the difference between success and failure when it comes to corporate finance transactions. Not only do they have the all-important voting power, but they can also influence the media.
The key is the ability to reach your shareholders quickly. Our track record of reaching up to 65% of shareholders is due to our ability to set up campaigns in a matter of hours, our management team's in-depth knowledge of the industry, and our technology providing the ability to use either an automated or predictive dialling solution. We ensure your shareholder has the necessary documents, understands the issues, and is stimulated to take action.
We have an impressive and very high success rate whether working for the management or the bidder / requisitionists.
Benefits
- Significant uplift in participation
- Reinforces the message, and the importance of action
- Identifies issues with the proposal, which can then be addressed to help win
- Can make the difference between success and failure
Nominee Shareholder Proxy / Acceptance Chase
Between the straight retail investor and the big institutions lie nominee companies looking after the assets for the beneficial owners. We have the experience and ability to support you with this level of investor.
We identify the nominee and determine whether or not they are a discretionary or non-discretionary account. If discretionary we can speak with the fund manager and support the persuasion process if required. If the account is non-discretionary, we can support the section 212 process to identify the underlying beneficial owners, and ensure they receive the necessary documents and are stimulated into action. Our ability to set up campaigns within hours is key, as these shareholders have a shorter timeframe in which to return documents needed to go to the nominee for submission.
Benifits
- Significant uplift in participation
- Reinforces the message, and the importance of action
- Gains understanding of the fund manager
- Identifies issues with the proposal, which can then be addressed to help win
- Can use the beneficiaries to influence the fund manager if need be
- Can use the 212 process to influence as appropriate
- Can make the difference between success and failure
Shareholder Services
Shareholder Enhancement Programme (Odd Lots)
With small shareholders often costing as much as larger ones to maintain, they are much more expensive per pound invested. With this in mind, we have devised our Economic Shareholder Management Programme, designed to manage the size and cost of your shareholder base. The objective is to focus the shareholder on their holding, with a short term opportunity to either sell or purchase up to the threshold level set by the company. We provide the stimulus to the shareholder and help them understand the opportunity and act.
In addition to prompting the sell or buy action, we seize the opportunity to convert the shareholder to electronic document delivery, electronic dividend mandate, and electronic tax vouchers. This further reduces your costs, and speeds up the flow of information to your shareholders.
Benefits
- Reduces cost of servicing large list of small stakes if shareholders sell
- Gains more commitment from buyers
- Opportunity to link in e-shareholder services to reduce the cost of servicing holders and buyers
e-Shareholder Services (Document Delivery, Dividend Mandate and Tax Vouchers)
As the Internet becomes an increasingly important channel for client communications, converting shareholders from paper to electronic documentation is key. Salisbury Associates are pioneers in this area with impressive success rates, adding significant value to both the organisation and the shareholder.
In addition, e-mail addresses provided can be used to increase information flow and the take-up of web casting to inform shareholders. Organisations taking advantage of this service are seeing significant benefits, with the programmes self-funding within one year.
Benefits
- Reduced cost of servicing shareholders
- Good environmental message
- Reduces re-work on items such as lost cheques
- Enables additional communication such as web casting
- Good for the shareholder as well as the organisation
- Typically less than one year payback for the company
Shares Re-United (Lost Shareholder)
Finding lost stakeholders can be done at little or no cost to the company, and can be a potential source of revenue. Not only is finding the shareholders good due diligence and corporate governance, but in some cases, such as pension holders, it can be an opportunity to sell additional products thereby creating a previously untapped revenue stream.
A Shares Re-United programme is typically followed by Economic Shareholding Management programme again focusing on cost reduction for the organisation.
Benefits
- Good corporate governance
- Can reduce the cost of managing lost shareholders
- Typically at little or no cost to the company
Post Merger Shareholder Support
Salisbury Associates can support your organisation following a merger through:
Economic Shareholder Management - Following a merger, many shareholders will take the opportunity to liquidate their holding or buy to ensure they remain undiluted. We can manage these communications for you, and in addition seize the opportunity to convert shareholders to electronic management, thereby reducing new business costs and increasing efficiency.
Benefits
- Reduces cost of servicing large list of small stakes if shareholders sell
- Gains more commitment from buyers
- Enables structured liquidation of asset for the shareholder and the company
- Opportunity to link in e-shareholder services to reduce the cost of servicing holders and buyers
Marketing Services
At Salisbury Associates we have carried out a wide variety of market research studies including establishing shareholders' view on AGMs through pre-acquisition research to selected groups, and employee views on option schemes, to standard market research not related to shareholders.
We utilize professional market researchers who have the ability and the experience to create high quality questionnaires and interpret the responses. These reports can provide critical input to management decision-making. Our base in London means proximity to the PR and marketing professionals requiring this research, allowing them to be intimately involved in the process.
Benefits
- Understanding issues and behaviours
- Product testing
- Support management's message to media
Mystery Shopping
In addition to be being a valuable tool by which customer service levels can be evaluated, mystery shopping can also help establish the cultural fit between two merging parties. Very often this can only really be measured in the way the products and services are represented when the customer touches the business. An independent perspective is vital in providing a true-to-life customer experience.
All of our calls are recorded allowing you to listen to them at your leisure.
Benefits
- Lets you evaluate the real customer experience of the company's delivery
- If buying a business this lets you get below the PR hype to experience the real world of the business and its culture
M&A / AGM / EGM / SGM Support
As the European leaders in contact solutions focused on the Corporate Finance market, we are able to manage all campaigns with both inbound and outbound communications. We can provide proxy solicitation and acceptance chases to both the retail and nominee sectors of shareholders.
Our helplines have supported hundreds of companies successfully communicate with their shareholders, thereby taking the strain away from the investor relations and company secretariat departments. The involvement of a third party can also support risk management. In many cases issues can arise with internal staff providing too much information to shareholders, however we as a third party can ensure compliance around provision of information and the avoidance of advice, which would be a breach of the Financial Services and Markets Act 2000.
Working with clients such as BP and BT on Electronic Proxy Appointment, we have established ourselves as pioneers in this space. Allowing proxy appointment by phone, internet and fax, we also have the ability to use people or automated solutions to deliver the inbound support. Our automated solutions include state of the art natural language speech recognition solutions.
Benefits
- Significant uplift in participation
- Reinforces the message and the importance of action
- Identifies issues with the proposal, which can then be addressed to help win
- Can make the difference between success and failure