Activist Goldstein Urges title Insurer Stewart to sell

Stewart statistics services Corp. is being focused by way of activist Phil Goldstein, who is urging a sale of the property identify insurer and searching for manipulate of its board.

Goldstein’s Bulldog buyers has collected greater than five percent of Stewart information and notified the corporation in a Feb. 12 letter that it intends to seek 5 of 9 board seats at the upcoming annual assembly. The letter sets the stage for a proxy fight that might oust all of the administrators who aren’t included through minority class B shareholders — a governance shape Bulldog is likewise seeking to dismantle.

the new marketing campaign comes just a 12 months after the 0.33-biggest U.S. title insurer settled a separate activist conflict with hedge funds basis Asset control and Engine Capital LP. To clear up that situation, it agreed to add two directors, embark on a $70 million percentage buyback, deliver $25 million in annual fee cuts and begin preserving income calls. identify coverage is generally required to finalize mortgages and property transactions.

In a declaration Thursday, Stewart facts confirmed that it had obtained a observe of nomination for 5 director candidates to face for election on the organisation’s 2015 annual shareholders meeting.

“creating cost for all stockholders remains the highest precedence at Stewart, and we welcome input closer to reaching this intention,” the employer stated nowadays in the statement. “we will searching for to retain the communicate.”

‘Too overdue’

The stock won 1.5 percent from the Feb. thirteen, 2014, agreement statement through Wednesday, to close at $36.eighty, giving the corporation a marketplace cost of $887 million. Houston-based totally Stewart data boosted its annual dividend to $1 from 10 cents Wednesday — a pass that investors in large part shrugged off, adding simplest 25 cents to the percentage charge.

The dividend hike is “too little, too late,” Goldstein said in an interview.

“We’ve had a few discussions with them, and concluded the business enterprise wishes to be sold,” Goldstein said. “This management lack a sense of urgency for getting the inventory up faster instead of later.”

potential consumers

Stewart facts will deliver more potent returns under greater competitive management, and could appeal to consumers throughout finance, actual property and personal equity, Goldstein stated. He has “cause to accept as true with” capability shoppers might bid greater than $50 a share, while declining to pick out any fascinated events.

Goldstein, 70, intends to appoint himself, his Bulldog associate Andrew Dakos, as well as James Chadwick, Gerald Hellerman and Richard Latto to the organisation’s board, in step with the Feb. 12 letter, which turned into required under the organization’s advance-notice bylaws. that implies Bulldog is looking for to replace the 2 administrators installed inside the ultimate activist marketing campaign — Glenn C. Christenson, handling director of Velstand Investments LLC, and Arnaud Ajdler, managing accomplice of Engine Capital.

below Stewart data’s twin-magnificence share shape, four directors are elected with the aid of the B holders, which includes participants of the enterprise’s founding own family. elegance B shareholders don’t acquire dividends — a factor Goldstein said has probable stored such returns to shareholders decrease than he and different traders would really like. His poll combat will encompass an offer to put off the different percentage training, he said.

“The best motive for it's miles it keeps them on top of things of this employer while not having an excessive amount of pores and skin in the sport,” Goldstein said. “in case you need to be personal, stay personal. if you’re public, you’ve were given to deal with all of the shareholders similarly.”

Goldstein has stated he named his activist hedge-fund company, based in Saddle Brook, New Jersey, Bulldog to characterize tenacity. The firm, which manages approximately $600 million, has run greater than 40 proxy fights and commonly goals budget that change at a reduction to internet asset cost, as well as real estate and coverage-associated agencies.