Ahold Press Release
Euro Disney Press Release
CIAM is pleased to note the new commitments made by Ahold Delhaize with regards to its corporate governance approach. This follows numerous requests from CIAM and other stakeholders for Ahold to reconsider its approach to shareholder engagement and shareholder rights. The additional transparency and engagement with shareholders provided with regards to the extension of the call option agreement are aligned with the requests made to the board of Ahold Delhaize by CIAM.
While CIAM continues to believe that the Option Agreement cannot be extended without shareholder approval, a vote will take place within a year of the option being exercised, which respects shareholders rights. This is more aligned with the Dutch government’s proposal to potentially increase the 180-day cooling off period to 250 days in the case of a hostile takeover.
CIAM advises the board of Ahold Delhaize to continue to consider and act upon shareholder feedback on these important issues and to continue to align itself with best practice corporate governance to ensure the best outcome for all shareholders and other stakeholders going forward.
Catherine Berjal, CEO of CIAM, commented:
“These new commitments to address shareholder concerns by Ahold Delhaize mark a significant victory for corporate governance and investor rights. While there is still more to be done, we hope that this is the start of a new approach to transparent engagement with all stakeholders and to increasing focus on developing best practice corporate governance.”
Zodiac Aerospace Press Release
After a detailed review of the offer document regarding Euro Disney SCA, CIAM considers that the price of 2 euros per share is not fair for minority shareholders of the company.
CIAM thinks that the minimum acceptable price is 2.50 euros per share, given the perspective of ongoing legal actions and the valuation of the land rights owned by Euro Disney SCA.
SFR Press Release
CIAM takes stock of Safran’s friendly offer for Zodiac. In light of Zodiac’s Supervisory Board’s decision to enter into a transaction after our requests for a review of strategic alternatives and for governance changes, we are suspending the ongoing proxy fight which we have initiated and are focusing on analyzing terms of such offer which on first sight appear to be fair from a financial point of view and from its structure.
Communiqué de Presse
CIAM prend acte de l’offre publique lancée par Safran sur Zodiac Aerospace. Le Conseil de Surveillance de Zodiac ayant décidé d’un rapprochement industriel conformément à notre demande de revue stratégique et de changement de gouvernance, nous interrompons le processus de contestation en Assemblée Générale que nous avons entrepris afin de nous concentrer sur l’analyse de l’offre qui, de prime abord, parait équitable d’un point de vue financier et de sa structure.
Euro Disney Press Release
CIMA fund has filed with the AMF to challenge the appraisal work carried out as part of the fairness opinion on the exchange ratio proposed by Altice to the minority shareholders of SFR. It considers further that the evaluation methodology used by the firm Accuracy is biased and truncated. In addition, the majority of members of the board appointed by SFR to oversee the expert's work do not provide sufficient guarantees of independence. In conclusion, the exchange ratio offered to SFR minority shareholders on their SFR shares does not reflect the real value of SFR, and cannot be considered as fair.
CIMA (“Charity & Investment Merger Arbitrage Fund”) acknowledges the decision by the Paris Court of Appeal to validate the mandatory public offer made by The Walt Disney Company (TWDC) on Euro Disney, its French listed subsidiary.
We are disappointed that the Court validated the offer at such an artificially low price, which is against the interests of minority shareholders.
The specialized financial expert that CIMA commissioned has concluded, after a thorough analysis of the financials of Euro Disney, that a valuation of the company’s land rights at their fair value implies a fair price of at least 3.70 euros per Euro Disney share, while the current offer price stands at 1.25 euros per share.
Furthermore, Euro Disney’s accounts are impaired as they are abusively drained by its parent company.
We therefore consider that the current offer price is grossly underestimated and doesn’t reflect the intrinsic value of Euro Disney, especially when taking into account the compensation of the financial harm caused by TDWC and the fair valuation of the land rights.
We do intend to appeal to the French Supreme Court against this judgement by the Paris Court of Appeal.
Moreover, we have filed a few months ago a criminal complaint against TWDC for misuse of corporate assets, release of false accounts and dissemination of false information.
We are also planning to initiate a civil action on separate grounds, to demand that TWDC be ordered to repair the significant financial harm it has been causing to its subsidiary Euro Disney for 25 years.