Third Point Investors TPIL Response to Further Shareholder Communication

 
TIDMTPOU TIDMTPOS 
 
22 October 2021 
 
Third Point Investors Limited (LSE: TPOU) 
                 Response to Further Shareholder Communication 
 
The Board of Directors ("Board") of Third Point Investors Limited (the 
"Company") acknowledges receipt on 30th September of a further communication 
from Asset Value Investors ("AVI"). This relates to AVI and certain other 
shareholders' second attempt to requisition an Extraordinary General Meeting to 
consider a Resolution concerning discount control. The Company has today 
written to AVI to inform it that it will not be convening such a meeting, and 
hopes that this will put an end to AVI's continued attempts to commandeer the 
apparatus of the Company in pursuit of its own agenda, at the expense of all 
shareholders. 
 
The Board reminds investors that it: 
 
  * is fully focused on a strategy to narrow the NAV discount, which it 
    continues to refine since the programme of measures was announced by the 
    Company in April. In this time, the Company's discount to NAV came in from 
    20 per cent. to 10 per cent. before retracing back to approximately 15 per 
    cent. as at 21 October 2021; 
 
  * has today updated shareholders further (by separate announcement) and 
    convened an extraordinary general meeting (the "December EGM") to approve a 
    change in the "Exchange Offer" mechanism that it believes and expects will 
    attract incremental buyers for the Company's shares; and 
 
  * has had extensive feedback from a large cohort of shareholders regarding 
    their views on the Board's discount-management strategy, which give the 
    Board reason to believe it has taken an approach that has balanced the need 
    to maintain a tighter range of discount whilst maintaining the public float 
    of the security for those long-term investors who wish to participate in 
    the NAV growth of the Company. The Board will continue to take into account 
    shareholders' views, including at the forthcoming December EGM. 
 
Given the above, and the basic fundamental principle that responsibility for 
the management of a company is vested in its board of directors, the Board 
finds it disappointing that AVI has sought to continue its campaign to hold a 
special meeting to voice its own position. While AVI has justified its 
behaviour by arguing that it is only pursuing a so-called "Advisory Vote", the 
concept of an advisory resolution is flawed in law, as AVI surely is aware. 
Given the obviousness of this "first principle", the Board does not intend to 
engage in a legal argument with AVI and hopes that that it will not be 
necessary to waste further resources on any court action. 
 
The Board understands that this campaign serves AVI as a means of drawing 
attention to itself, albeit through novel legal arguments and an incorrect 
understanding of how companies work. The Board also regrets the continued 
misdirection of resources and attention for the Company and the cost to all 
shareholders of addressing AVI's campaign. The Board further notes that the 
London-listed investment trust managed by AVI, which trades at a persistent 
discount, has not itself adopted discount-control mechanisms similar to those 
AVI advocates for the Company. 
 
The Board has today announced separately that it is also expressly inviting a 
discussion of shareholders at the December EGM on discount control and, if 
shareholders so wish, on the issues raised by AVI in its campaign. Open and 
transparent discussion is invited. No vote on this matter will be held. There 
will be another AGM next year where shareholders will again have the right to 
express their views on the Board's current strategy through their support (or 
not) for the vote on the re-election of the directors, just as they did in 
their support for the current Board at the AGM in July of this year. 
 
The Board is satisfied that its accessibility to shareholders generally, along 
with the engagements referred to above, afford it full opportunity to hear 
shareholders' views on all issues affecting the Company, in accordance with a 
high standard of corporate governance. The Board does not intend to abrogate 
its responsibilities to determine an appropriate discount control package in 
the best interests of the shareholders as a whole. Specifically, it is not the 
Board's responsibility to provide immediate liquidity to some shareholders 
whose objectives are at odds with the interests of investors wishing to benefit 
from the Company's long-term returns (and whose holdings are of a size which 
would make liquidation difficult in the ordinary course of business). 
 
Finally, the Board reiterates its belief that the Company provides a unique 
return stream that is and will continue to be an appealing product for 
investors. To wit, the NAV of the Company's shares at the time that AVI first 
made its request for a tender on 12 November 2020 was $22.93, a full 24% below 
the current market price of the shares of $30.20, having now reached an 
all-time high. 
 
                                   - Ends - 
 
Press Enquiries 
 
Buchanan PR 
Charles Ryland 
[e-mail] 
Tel: [phone] 
Henry Wilson 
[e-mail] 
Tel: [phone] 
 
Notes to Editors 
 
 
About Third Point Investors Limited 
 
www.thirdpointlimited.com 
 
Third Point Investors Limited (LSE: TPOU) was listed on the London Stock 
Exchange in 2007 and is a feeder fund that invests in the Third Point Offshore 
Fund (the Master Fund), offering investors a unique opportunity to gain direct 
exposure to founder Daniel S. Loeb's investment strategy. The Master Fund 
employs an event-driven, opportunistic strategy to invest globally across the 
capital structure and in diversified asset classes to optimize risk-reward 
through a market cycle. TPIL's portfolio is 100% aligned with the Master Fund, 
which is Third Point's largest hedge fund. TPIL's assets under management are 
currently $1.1 billion. 
 
About Third Point LLC 
 
Third Point LLC is an institutional investment manager that actively engages 
with companies across their lifecycle, using dynamic asset allocation and an 
ethos of continuous learning to drive long-term shareholder return. Led by 
Daniel S. Loeb since its inception in 1995, the Firm has a 37-person investment 
team, a robust quantitative data and analytics team, and a deep, tenured 
business team. As of 30 September 2021, Third Point manages approximately $19.3 
billion in assets for sovereign wealth funds, endowments, foundations, 
corporate & public pensions, high-net-worth individuals, and employees. 
 
 
 
END 
 
 

(END) Dow Jones Newswires

October 22, 2021 02:01 ET (06:01 GMT)