April 23, 2024

DealBook: Rothschild Loses Battle for Control of Mining Company Bumi

Nathaniel Rothschild is heir to one of Europe’s banking families.Will Oliver/Agence France-Presse — Getty ImagesNathaniel Rothschild is heir to one of Europe’s banking families.

LONDON – The battle for control over the mining company Bumi reached a climax on Thursday as shareholders voted against a major board change proposed by the British financier Nathaniel Rothschild.

The decision signifies the end of a feud that lasted months between Mr. Rothschild, heir to one of Europe’s banking families, and the Indonesian Bakrie family dynasty for control of coal mining assets across the Southeast Asian country.

In an acrimonious battle that had become increasingly personal, Mr. Rothschild, 41, had proposed replacing 12 of Bumi’s 14 board members, including its chief executive and chairman.

The British financier planned to name his own management team, including his own attempted return to Bumi’s board, from which he resigned last year.

After a two-hour shareholder meeting on Thursday, held on the grounds of military barracks of Britain’s oldest regiment in central London, Bumi’s investors, which included major institutional shareholders as well as retail investors, rejected the majority of Mr. Rothschild’s proposed board changes.

“Is there a future for this company?” Robin Renwick, Bumi’s non-executive director, asked the gathered shareholders. “We have all heard a lot of doom and gloom. Absolutely there is a future.”

The failure to replace Bumi’s board is a major setback for Mr. Rothschild, the former co-chairman of the hedge fund Atticus Capital, who co-founded Bumi in 2010 through a $3 billion deal with the Bakrie family that created the mining giant, which is listed in London.

Since the original deal was first announced, little has gone right for the ill-fated company. The global economic slowdown has slashed demand for coal, particularly in fast-growing emerging economies, and Bumi’s boardroom infighting has been mirrored by a 60 percent fall in the company’s share price over the last three years.

Samin Tan is to step down as chairman of Bumi.Will Oliver/Agence France-Presse — Getty ImagesSamin Tan is to step down as chairman of Bumi.

Last year, the mining company announced an investigation into alleged financial misconduct involving around $500 million at Bumi’s Indonesian subsidiaries. The move was quickly followed by an offer by the Bakries to acquire all of the company’s mining assets for roughly $1.2 billion.

As part of the continuing board intrigue, the Indonesia family sold a stake in Bumi late last year to Samin Tan, a fellow Indonesian mining mogul, for $1 billion. The deal helped the Bakries to repay loans owed to a consortium of banks led by Credit Suisse.

During the shareholder meeting on Thursday, Mr. Rothschild repeatedly called on Mr. Tan, who will step down as Bumi’s chairman, to answer shareholders’ questions. Despite the demands, the majority of the talking was left to the company’s other board members.

Talking to reporters at the sidelines of the meeting, the British financier, who was accompanied to the event by his mother, said his motivation was not directed specifically at his former Indonesian partners, but aimed at improving the company’s stock price.

“It’s not personal,” Mr. Rothschild said before the results of the shareholder vote were announced. “The board has an enormous amount to do to win back the support of minority shareholders.”

With the British financier’s proposed rejected, Bumi said it would now focus on divesting its coal assets to the Bakrie Group, as well as on developing its remaining mining resources.

Aburizal Bakrie heads the Indonesian family behind Bumi.Adek Berry/Agence France-Presse — Getty ImagesAburizal Bakrie heads the Indonesian family behind Bumi.

The result is a personal loss for Mr. Rothschild, whose hopes of securing victory were dealt a blow this week when a major Indonesian investor connected to the Bakries sold shares worth 10 percent of Bumi’s total stock to the Indonesian media mogul Hary Tanoesoedibjo and two hedge funds.

The share sale followed a ruling by British authorities that capped the voting rights of some of Bumi’s majority Indonesian shareholders. Analysts say that by selling shares to the new investors, who were expected to vote against Mr. Rothschild’s proposals, the Bakrie family increased its chances of successfully opposing the boardroom changes.

The British financier said on Thursday that he would retain his minority stake in Bumi.

The battle for control of Bumi could have wider implications. Aburizal Bakrie, who heads the Indonesian family, is a candidate in the country’s presidential elections next year. A potential rival for Indonesia’s highest office is Prabowo Subianto, the brother of Indonesian billionaire Hashim Djojohadikusumo, who backed Mr. Rothschild’s proposed board changes and who would have joined Bumi’s board if the British financier had won shareholder backing.

Article source: http://dealbook.nytimes.com/2013/02/21/rothschild-loses-his-battle-for-control-of-mining-company-bumi/?partner=rss&emc=rss

DealBook: Yahoo Is Said to Plan Board Shake-Up

Marissa Mayer, chief of Yahoo.Stephen Lam/ReutersMarissa Mayer, chief of Yahoo.Daniel S. Loeb, the hedge fund manager of Third Point.Steve Marcus/ReutersDaniel S. Loeb, manager of the hedge fund Third Point.

Yahoo is poised to announce changes to its board, including the addition of Max Levchin, a former senior executive at PayPal, people briefed on the matter say.

The board is also expected to announce the departure of two directors: Brad Smith, the chief executive of Intuit, and David W. Kenny, chief executive of the Weather Channel.

The shake-up is expected to be announced within days, these people said. Yahoo did not respond to requests for comment.

Yahoo’s latest board changes signal its continued push to become a top technology company once more, a strategy it began in July, when it hired Marissa Mayer away from Google to become its new chief executive.

Since taking over, Ms. Mayer has emphasized ways to modernize Yahoo staples like e-mail and the Flickr photo service, to help them contend with ever-newer competitors.

Bringing in Mr. Levchin is intended to help with that push and show a commitment to developing enticing new offerings. He served as PayPal’s chief technology officer before forming Slide, a company that eventually helped produce Web applications for Facebook. Google bought Slide for about $180 million two years ago, and Mr. Levchin left the Internet giant when it shuttered Slide last year.

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He will serve as the fourth director nominated by Daniel S. Loeb, the activist hedge fund manager who joined Yahoo’s board in May after mounting a prominent challenge to the company’s directors. Mr. Loeb’s other directors, besides himself, are Michael J. Wolf, a media consultant, and Harry Wilson, a turnaround expert who served on the Obama administration’s automotive task force.

Since joining Yahoo’s board, Mr. Loeb has helped orchestrate a number of changes, including hiring Ms. Mayer.

Mr. Loeb was introduced to Mr. Levchin by Mr. Wolf, who had served on Slide’s board of advisers. They met in Silicon Valley ahead of the proxy fight, when Mr. Loeb was recruiting candidates for Yahoo board seats.

One of the departing directors, Mr. Smith, was a main supervisor of Yahoo’s turnaround efforts, including its talks with private equity firms about a capital infusion into the Web company.

The other, Mr. Kenny, became the Weather Channel’s chief executive in January and was formerly the president of Akamai Technologies. Mr. Kenny had briefly considered campaigning for Yahoo’s top spot last year.

Article source: http://dealbook.nytimes.com/2012/12/13/yahoo-said-to-plan-board-shake-up-adding-levchin/?partner=rss&emc=rss