Corporate Contests

 
  • Ernie Brod “wrote the book” on utilizing investigative services to combat hostile takeovers and proxy contests. From the corporate raiders of the ‘90s to the activists of the past decade, Ernie has originated strategies to produce actionable intelligence for companies, their counsel, crisis communications firms, and proxy solicitors.

  • Ernie has supplied intelligence in some 250 corporate contests over his career, including such high-profile battles as Qualcomm-Broadcom and Allergan-Valeant. Over the past three years, Ernie and his team have been engaged in more than 30 corporate contests in the U.S., Canada, Europe, and Asia. In that time, BGI professionals have conducted investigative due diligence on over 125 dissident nominees. Most of the prominent advisors in this field are familiar with our work.

  • Our research and analysis of the public record goes far beyond confirming the nominees’ bios. We look into the financial results and significant issues at all the companies where the nominees are or were directors or senior officers, to see what transpired on their watch. We will be particularly interested in information concerning:

    • Governance issues;

    • Failure of stewardship as a director or senior executive;

    • Integrity;

    • Overboarding;

    • Litigation or regulatory conflicts;

    • Failure to meet commitments;

    • Shabby treatment of employees;

    • Questionable track record with acquisitions;

    • Lack of familiarity with the industry; and

    • Poor citizenship.

  • Our team analyzes all open sources, including the current and historical web, blogs, social networks, and specialized databases. We send operatives to courts and regulatory offices to physically retrieve records that are not available online. In appropriate circumstances, we identify and talk to knowledgeable sources of information.

  • Additionally, our Web Intelligence software can penetrate the dark portions of the Internet where we may find chatter between the activist and other shareholders. With the same software, we can measure and track shareholder sentiment.

  • When our client is threatened by a hostile takeover, we supply information that can indicate to various stakeholders – investors, employees, politicians – that the aggressor is unsuitable, inadequate, or inappropriate to control our client.