TNT Express today announced the intention to expand its Supervisory Board by two candidates. The Supervisory Board has nominated Mr. Marcel Smits and Mr. Sjoerd van Keulen and recommends that all shareholders vote in favour of their appointment at the AGM on 11 April 2012. The agenda for the AGM will be published on 28 February 2012.
Mr. Marcel Smitsis the CEO of (15,16 EUR, 1,07%) Corporation and has a track record at Vendex KBB, KPN, and, most recently, . Mr. Sjoerd van Keulenis the Chairman of Holland Financial Centre and has a long career in international banking and finance, from 2002 to 2009 as chairman of the executive board of SNS REAAL Bank.
TNT Express rejects Jana Partners candidates on lack of independence
TNT Express also said: “we received a proposal from one shareholder (Jana Partners) requesting the nomination of one or more other individuals to the Supervisory Board. After careful consideration, the Supervisory Board has rejected the nomination of these candidates as they do not meet the requirements of independence as laid down in the company’s legal and governance rules relating to the composition of the Supervisory Board. TNT Express remainscommitted to open and transparent engagement with all stakeholders, including all shareholders, and welcomes constructive dialogue with them.”
Shareholder activism reached new highs, with Jana Partners writing to TNT Express’s chairman Anthony Burgmans to ask for the addition of three new members to the Supervisory Board. The letter became public early January. Jana Partners would seek the addition to TNT Express’ Supervisory Board of: 1/ Alan Jones - former CEO of TNT Express (1999-2003) and former head of current CEO Marie Christine Lombard. Jana would like to replace current Chairman Burgmans with Alan Jones; 2/ David Siegel -former head of (9,64 USD, 5,70%) and former chairman of Avis; and 3/ Thomas Delbrook -Former head of UPS’s M&A department.
We don’t disagree that there is mid-term logic to acquiring TNT Express, since an acquisition by another Express company would reduce fragmentation of the Intra European Express market, offer significant cost savings (depots, overlapping linehauls etc) and would give an acquirer exposure to domestic Brazilian and Chinese markets. But take-over speculation has been around for years and it doesn’t seem to be any closer to becoming reality. We stick to our Hold rating and € 6.4/sh TP.