Mr. Bollore -- head of conglomerate Bollore Group, chairman of French ad company Havas and the largest shareholder in Aegis Group -- through his company owns 29.1% of Aegis. He is nominating the same two candidates as directors that were put forth last June and again in November: Roger Hatchuel, founder and former chairman of the Cannes Lions International Advertising Festival, and Philippe Germond, former president-chief operating officer of Alcatel and, as of December, an executive with Atos Origin, a Paris information-technology services company.
"Our investment in Aegis represents today a value of $994 million and it is perfectly normal and reasonable for long-term significant corporate shareholders to have their nominees appointed to the board. We are not asking for anything out of the ordinary and we hope that the board will recognize this and agree to our proposal," Mr. Bollore said in a press release issued yesterday.
"Aegis is acting on principle and so is Bollore Groupe," Mr. Bollore's spokesman said yesterday.
Mr. Bollore has a history of buying into companies, accruing a large minority stake, pushing for change and often destabilizing management. Relations between Mr. Bollore and management at some of the companies he has bought into have at times turned sour. His investment in telecom group Bouygues in the late 1990s turned hostile and resulted in a court battle. More recently, Mr. Bollore bought more than 20% of Havas and led a boardroom revolt that wound up with the ouster of former chairman-CEO Alain de Pouzilhac.
Bollore Group in the release said its management believes approving the nominees is in the interest of Aegis and its shareholders. "The proposed candidates will reinforce the board's competence in technology and advertising. ...The board could also benefit from the experience of Mr. Hatchuel." Bollore Group also said its nominees were selected for their complete independence from Bollore Group and from Havas.
Meeting expected for March
Since Mr. Bollore's first attempt last summer to gain board representation, Aegis management has consistently counseled shareholders to reject his nominees on the principle that anyone nominated by Mr. Bollore represents an irreconcilable conflict of interest; Havas' media-buying agency MPG is a direct competitor to many of Aegis' businesses. Last month, Mr. Bollore appointed himself chairman of the French office of MPG, saying he wanted to learn more about the business.
The extraordinary general meeting has to be convened within seven weeks of Aegis receiving formal notice from Mr. Bollore, and is expected to be held in late March.
An Aegis spokeswoman declined to comment on the matter apart from saying that the company has "noted" Bollore Group's statement.