Bollore ups his stake in Aegis-again

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French corporate raider Vincent Bollore's holding in Aegis Group inched up to just over 20% last week, about the same size stake he leveraged to win four seats on the board at his last target, Havas, only four months ago. But he may find it more difficult to gain similar power at a U.K.-based group.

That's because in the U.K. the current board decides on whether or not to put forth a nominee and vote; to be successful, a nominee must win a majority of the current directors' votes. Aegis' bylaws set no limit on the number of directors and right now, there are 11. Because Mr. Bollore is chairman of Havas, which includes competitive holdings such as media shop MPG, many believe that Aegis' shareholders would be unlikely to invite Mr. Bollore onto the board-even if he is Aegis' largest shareholder.

A person familiar with Aegis' governance said it would be unlikely for directors to elect a divisive candidate.

That's not to say that there's anything confrontational about the board's relationship with Mr. Bollore, however. Aegis' CEO Robert Lerwill, in fact, met with Mr. Bollore Oct. 20, one day before Aegis announced the hiring of Mainardo de Nardis, the well-known CEO of WPP Group's Mediaedge:cia, as chief executive of its media operations, which include Carat, fledgling second network Vizeum and digital network Isobar. (Mr. de Nardis also will get a seat on Aegis' board.)

Other rights

Aegis said in a statement that the company "intends to employ" Mr. de Nardis, curious wording, apparently chosen because he is likely to have to sit out a 12-month non-compete and join Aegis only in October 2006.

By then, a lot could have changed at Aegis, the last large remaining media independent, which now is in talks with at least one potential acquirer.

WPP Group, partnered with private-equity firm Hellman & Friedman, has said it may make a bid. WPP's interest is mainly in Aegis' research operation, Synovate. Hellman & Friedman, which has a history of investing in media companies, is believed to want back into the category.

But even if board representation eludes Mr. Bollore, his significant stake brings other rights. He can convene an extraordinary general meeting and vote on whatever request is put forth.

Mr. Bollore increased his Aegis stake steadily throughout last week. An executive familiar with Mr. Bollore's thinking said he favors a partnership with Aegis rather than a merger of the two companies. But Mr. Lerwill said that a partnership with MPG, Havas' media agency, is "not being pursued." Another executive familiar with Mr. Bollore said one motivator for his current interest in media is to create a legacy for his children, two of whom work in advertising and TV. A spokeswoman for Mr. Bollore would not comment.

Contributing: Emma Hall and Isabelle Musnik

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