GAM cancels EGM on investor proposals after ‘vexatious’ withdrawal

The meeting was planned to give shareholders a vote on proposals made by Rock Investment

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The GAM board of directors has cancelled the extraordinary general meeting (EGM) scheduled for 18 August 2023.

The meeting was planned to give shareholders a vote on a number of proposals made by Rock Investment, part of the investor group NewGame.

The decision is a U-turn from a statement made last week, in which GAM refused to cancel the meeting.

Rock Investment wrote to GAM on 7 June and 15 June requesting that an EGM be convened, with a set of agenda items and proposed motions forming an alternative path to the planned Liontrust takeover.

See also: GAM rejects investor group’s EGM delay request

On 7 August, Rock requested that the EGM be postponed. On 9 August 2023, Rock withdrew the proposals and asked for the EGM to be cancelled. In a further letter dated 11 August 2023, Rock reconfirmed that it did not want the EGM to be held.

“The board continues to consider the interests of all GAM shareholders and other stakeholders,” GAM said in its latest public statement. “By convening the EGM, the board has fully discharged its duties towards Rock to hold an EGM and to vote on the Rock proposals. Given Rock’s request to withdraw the Rock proposals, the board has decided to cancel the EGM.”

“The board is disappointed that Rock have not been willing to have the Rock proposals decided upon by GAM shareholders and believes that their decision to withdraw the Rock proposals is a vexatious use of shareholder rights.” 

The proposed takeover of GAM by Liontrust continues to be highly contentious as it goes down to the wire.

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Liontrust, the GAM board, GAM’s senior fund managers and some major investors are pushing for a deal, while the group of Swiss-based investors dubbed NewGame continue to insist GAM should reject the takeover and pursue a turnaround strategy.  

Neutral third parties, the voting advisors ISS, Glass Lewis and PIRC, have come down on the side of Liontrust and the GAM board by recommending shareholders vote against the Rock Proposals and accept the Liontrust deal. 

Shareholders can tender their shares into the Liontrust offer until 23 August.

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