
Proxy Contests, Hostile Takeovers, Shareholder Activism and Special Situations
Morrow Sodali’s mix of advisory, intelligence and transactional services enables the firm to bring together all the expertise, data, technology and resources needed to help companies respond effectively to extraordinary challenges such as shareholder activism, takeovers and proxy contests. Morrow Sodali assembles internal teams of executives to coordinate the firm’s global expertise and capabilities. Morrow Sodali assesses the client company’s vulnerability, analyzes its ownership base, monitors trading activity, organizes a strategic response and provides logistical support for communications, engagement and vote solicitation. Morrow Sodali is a key player in a company’s crisis response team together with its board, executive management and other outside advisors. The firm’s ability to act as a single source of shareholder-related services has proven to be critical for a successful outcome in many situations.
Capabilities
Shareholder Profile Analysis
Engagement with Proxy Advisors
Engagement with Institutional and Retail Shareholders
Message Content and Communications
Vote Solicitation and Tabulation
Governance Advisory and Strategic Stock Surveillance
Shareholder Profile Analysis
The Morrow Sodali advisory team monitors the client company’s ownership profile from both investment and voting perspectives. The ownership analysis identifies the full range of institutional holders -- pension funds, mutual funds, insurance companies, commercial banks and trust companies -- as well as retail shareholders.
Engagement with Proxy Advisors
The Morrow Sodali team provides companies with an analysis of how governance policies and circumstances are likely to be perceived by proxy advisors. The firm prepares a strategy to engage in meaningful discussions with proxy advisors and achieve their favorable voting recommendations.
Engagement with Institutional and Retail Shareholders
The Morrow Sodali team helps companies develop and execute a plan of engagement with shareholders identified in the ownership profile. The engagement program includes both large influential institutional shareholders and a range of retail shareholders necessary to achieve a successful outcome. Engagement programs include face-to-face meetings, telephone campaigns, social media and mailings.
Message Content and Communications
The team helps companies assemble a strategic plan for shareholder communications and outreach. Morrow Sodali employs new technologies to reach shareholders across a variety of platforms.
Vote Solicitation and Tabulation
The Morrow Sodali team designs and oversees a strategic solicitation campaign required to achieve the maximum support from all categories of shareholders. The team is involved in distribution of multiple communications to shareholders and through intermediaries, monitors back office activities and tabulates vote returns.
Governance Advisory and Strategic Stock Surveillance
Support from Morrow Sodali’s Corporate Governance and Capital Markets Intelligence teams can provide important expertise and support in these high-profile situations. (Link to Corp Gov and Surveillance sections)
Our People
Our Insights
Lighthouse North American Edition
...

John Wilcox Chairman Emeritus
21 Feb 2022
Should Companies Take a Stand?
Morrow Sodali’s Quarterly Activist Ownership Analysis (Q42021)
Our News
09 May 2022 Board elections, remuneration and takeover bids: when the winner is the market vote
From board elections and executive remuneration to the final bid price: institutional investors keep gaining ground in Italy
09 May 2022 MORROW SODALI RANKED #1 IN ACTIVISM IN REFINITIV GLOBAL LEAGUE TABLE
Morrow Sodali today announced that it has been ranked #1 globally among shareholder activism advisors in 2021 by Refinitiv.
22 Apr 2022 MORROW SODALI SECURES MAJORITY INVESTMENT FROM TPG GROWTH
Investment to Drive Growth and Expansion as Morrow Sodali Celebrates 50th Anniversary “Building Together”

Capabilities
Shareholder Profile Analysis
Engagement with Proxy Advisors
Engagement with Institutional and Retail Shareholders
Message Content and Communications
Vote Solicitation and Tabulation
Governance Advisory and Strategic Stock Surveillance
Proxy Contests, Hostile Takeovers, Shareholder Activism and Special Situations
Morrow Sodali’s mix of advisory, intelligence and transactional services enables the firm to bring together all the expertise, data, technology and resources needed to help companies respond effectively to extraordinary challenges such as shareholder activism, takeovers and proxy contests. Morrow Sodali assembles internal teams of executives to coordinate the firm’s global expertise and capabilities. Morrow Sodali assesses the client company’s vulnerability, analyzes its ownership base, monitors trading activity, organizes a strategic response and provides logistical support for communications, engagement and vote solicitation. Morrow Sodali is a key player in a company’s crisis response team together with its board, executive management and other outside advisors. The firm’s ability to act as a single source of shareholder-related services has proven to be critical for a successful outcome in many situations.
Shareholder Profile Analysis
The Morrow Sodali advisory team monitors the client company’s ownership profile from both investment and voting perspectives. The ownership analysis identifies the full range of institutional holders -- pension funds, mutual funds, insurance companies, commercial banks and trust companies -- as well as retail shareholders.
Engagement with Proxy Advisors
The Morrow Sodali team provides companies with an analysis of how governance policies and circumstances are likely to be perceived by proxy advisors. The firm prepares a strategy to engage in meaningful discussions with proxy advisors and achieve their favorable voting recommendations.
Engagement with Institutional and Retail Shareholders
The Morrow Sodali team helps companies develop and execute a plan of engagement with shareholders identified in the ownership profile. The engagement program includes both large influential institutional shareholders and a range of retail shareholders necessary to achieve a successful outcome. Engagement programs include face-to-face meetings, telephone campaigns, social media and mailings.
Message Content and Communications
The team helps companies assemble a strategic plan for shareholder communications and outreach. Morrow Sodali employs new technologies to reach shareholders across a variety of platforms.
Vote Solicitation and Tabulation
The Morrow Sodali team designs and oversees a strategic solicitation campaign required to achieve the maximum support from all categories of shareholders. The team is involved in distribution of multiple communications to shareholders and through intermediaries, monitors back office activities and tabulates vote returns.
Governance Advisory and Strategic Stock Surveillance
Support from Morrow Sodali’s Corporate Governance and Capital Markets Intelligence teams can provide important expertise and support in these high-profile situations. (Link to Corp Gov and Surveillance sections)
Our People
Our Insights
Lighthouse North American Edition
...

John Wilcox Chairman Emeritus
21 Feb 2022
Should Companies Take a Stand?
Morrow Sodali’s Quarterly Activist Ownership Analysis (Q42021)
Our News
09 May 2022 Board elections, remuneration and takeover bids: when the winner is the market vote
From board elections and executive remuneration to the final bid price: institutional investors keep gaining ground in Italy
09 May 2022 MORROW SODALI RANKED #1 IN ACTIVISM IN REFINITIV GLOBAL LEAGUE TABLE
Morrow Sodali today announced that it has been ranked #1 globally among shareholder activism advisors in 2021 by Refinitiv.
22 Apr 2022 MORROW SODALI SECURES MAJORITY INVESTMENT FROM TPG GROWTH
Investment to Drive Growth and Expansion as Morrow Sodali Celebrates 50th Anniversary “Building Together”