The Value-Extracting Outsiders

Abstract

This chapter exposes a particularly aggressive species of activist shareholder, hedge-fund activists, who are ready to take advantage of changes in proxy-voting and engagement rules to enhance their value-extracting power and to build private “war chests” that serve to enhance their value-extracting power even more. It examines the evolution and the current state of hedge-fund activism. After explaining this phenomenon’s origin and expansion, it investigates in particular Carl Icahn’s transition from the most representative corporate raider to one of the most “successful” hedge-fund activists in order to delineate vividly the characteristics and methods of the new value-extracting outsiders. It also examines how “co-investments” between hedge-fund activists and institutional investors are carried out.