AIA Altin Reg

 
TIDMAIA 
 
 

ALTIN - ISS, the world's leading corporate governance advisor recommends that shareholders reject Alpine Select's proposals

Baar, 10 March 2016 - ALTIN AG (SIX: ALTN, LSE: AIA) - The Board of Directors of ALTIN AG ("ALTIN"), informs that Institutional Shareholder Services Inc. (ISS) "ISS" has published a report supporting all of the Board's responses to the proposals by Alpine Select AG "Alpine" at the forthcoming EGM to be held on 18 March 2016.

The report by ISS, the world's leading provider of corporate governance and socially responsible investment (SRI) solutions for asset managers, fully agreed with the voting recommendations of the Board of Directors with respect to the proposals by Alpine.

Regarding Item 1 and the payment of a special dividend of CHF 20 per share, ISS noted the following:

"In a contested resolution on income allocation where a shareholder is proposing a higher dividend payout than management, it makes sense to look at the company's capital allocation history. If the company appears to be allocating capital efficiently and the level of additional cash is not excessive, then management's proposal should be supported, since management is generally in the best position to determine how income should be allocated. However, if the company is clearly retaining an excessive level of cash that is not accretive to shareholders, support for the shareholder proposal may be warranted if the proposed payout is reasonable and would not negatively impact on the company's operations or strategy.

ALTIN does not appear to be holding excessive cash and has been returning cash to shareholders via share buybacks. Since the end of 2013, ALTIN has reduced its share capital by 18.8 percent net as a result of buybacks. Given these concerns, as well as the lack of a supporting rationale from the proponent, we do not believe that this proposal merits shareholder approval".

Regarding Items 2.1 3.3. Remove Peter Altorfer, Eric Syz, and André Pabst from the Board of Directors; Elect Thomas Amstutz, Gerhard Niggli, and Dieter Dubs to the Board of Directors, ISS noted the following:

"When analyzing a contested election of directors, ISS will generally focus on two central questions: (1) Have the dissidents proved that board change is warranted? (2) If so, are the dissident board nominees likely to affect positive change (i.e., maximize long-term shareholder value)?

When the dissidents are seeking board control, ISS will require from the dissidents a well-reasoned and detailed business plan (including the dissidents' strategic initiatives), and a transition plan that describes how the change in control of the company will be carried out. ISS will compare the detailed dissident plan against the incumbents' plan and the dissidents' proposed board against the incumbent team in order to arrive at our vote recommendation.

In this case, the shareholder proponent is seeking board control by replacing three of the four board members (all except Roger Rüegg). Alpine Select has proposed Thomas Amstutz and Dieter Dubs, both of whom are Alpine Select board members, as well as Gerhard Niggli. The proponent has not disclosed a business plan, though it is clear from its proposals that part of its aim is to return capital to shareholders.

Due to the lack of supporting rationale and a detailed business plan, votes against the shareholder nominees Gerhard Niggli and Dieter Dubs are warranted. However, in light of the fact that the ALTIN board supports the election of Thomas Amstutz, and due to a lack of further concerns, a vote in favor of his election is warranted".

The Board of Directors of ALTIN reiterates its categorical rejection of the proposals by Alpine as stated in the ALTIN press release of 25 February 2016, which it considers profoundly destabilising for ALTIN and not in the best interests of all shareholders.

The Board of Directors of ALTIN strongly urges shareholders to vote as per its recommendations.

Full instructions on voting procedures for shareholders were published on 25 February 2016 and are also available on https://www.altin.ch/p/CNTP_662085_EN

The Extraordinary General Meeting will take place on 18 March.

For further information, please contact:

 
Tony Morrongiello - Chief 
Executive Officer 
Tel. +41 (0)41 760 62 60 
info@altin.ch 
 
                                     Media enquiries for 
Media enquiries for Switzerland      the United Kingdom 
Hirzel.Neef.Schmid. Konsulenten AG   Kinlan Communications 
Jürg Wildberger                      David Hothersall 
Tel. +41 (0)79 351 10 24             Tel. +44 (0)20 7638 3435 
juerg.wildberger@konsulenten.ch      davidh@kinlan.net 
 
 

Note to Editors

About ALTIN AG

ALTIN AG was launched in 1996 and is listed on the SIX Swiss Exchange as well as on the London Stock Exchange. It ranks among Switzerland's leading alternative investment companies. Currently, ALTIN is invested in more than 40 hedge funds representing diverse investment strategies. Its objective is to generate an absolute compound annual return in USD terms with lower volatility than equity markets. Owing to these characteristics and a low correlation with equity markets, ALTIN shares provide an ideal complement for all diversified portfolios.

www.altin.ch

View source version on businesswire.com: http://www.businesswire.com/news/home/20160309005969/en/

 
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(END) Dow Jones Newswires

March 10, 2016 02:00 ET (07:00 GMT)

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