Barry Rosenstein’s JANA Partners and Civeo Corp (NYSE:CVEO) recently reached an agreement regarding the company’s Board of Directors. According to a recently amended 13D filing, Civeo Corp (NYSE:CVEO) added, on October 23, three new independent directors. The Board now consists of 11 directors, 10 of whom are independent.
JANA Partners is a New York-based, value-oriented, event-driven fund that focuses on companies undergoing (or bound to undergo) major changes. It was founded by Barry Rosenstein in 2001, and run by him ever since. Its current equity portfolio is worth more than $16.1 billion, and focused on energy and financial stocks. Previous to JANA, Mr. Rosenstein spent years as the managing partner at private equity fund Sagaponack Partners.
For its part, Civeo Corp (NYSE:CVEO) is a $1.31 billion market cap provider of workforce accommodations services. It offers temporary and permanent accommodations, food services, facility management and water and wastewater services. I should highlight, that Civeo a wholly owned subsidiary of Oil States International, Inc. (NYSE:OIS), which was spun-off and began trading as a new stand-alone company on June 2, 2014. According to the latest SEC filing, JANA owns 12.24 million shares of Civeo Corp (NYSE:CVEO)’s Common Stock, which account for 11.5% of its shares outstanding.
Given its large –activist- stake in the company, JANA has managed to get Michael L. Ashner, Alexander D. Greene and Marc A. Weisman elected as Board Directors, to serve as Class I, Class II and Class III directors, respectively. In addition, the fund has agreed to certain standstill, voting and support commitments continuing through November 1, 2015.
Separately, Mr. Mayank “Mike” Ashar resigned from the Board of Directors with his acceptance of an executive role with an oil producing company in India, and was replaced by Mr. Messrs.
In addition to these changes in the Board’s composition, the directors will form a Value Creation Committee that will review opportunities for enhancing shareholder value, including recommending a dividend policy to the Board, reviewing Civeo’s business, operations, capital structure, capital return and capital allocation policies and cost structure.
Douglas E. Swanson, Chairman of the Civeo Corp (NYSE:CVEO) Board of Directors, said: “The Company is focused on improving the financial results and emphasizing yield. The plan to redomicile to Canada will allow us to more efficiently distribute this cash flow to our shareholders. I would like to thank Mike Ashar for his Board service and wish him the best in his new role. We welcome Michael, Alexander and Marc to our Board of Directors. We look forward to their contributions as the Board works together to analyze opportunities to deliver enhanced value for all shareholders. Returning capital to shareholders is a key priority for Civeo’s management and Board, and we are confident that we will build a stronger future for Civeo” (SEC).
Moreover, Barry Rosenstein, stated: “We are confident that the three new directors will work hard, in collaboration with the rest of the Board, to put the Company on a path to unlock value for all Civeo shareholders.”
In addition to JANA Partners, David Einhorn‘s Greenlight Capital is also betting on Civeo Corp (NYSE:CVEO). According to an earlier 13D filing, Greenlight Capital owns an activist stake in the company, with 10.66 million shares, representing almost 10% of its Common Stock. Furthermore, Mr. Einhorn has also proposed several measures to increase shareholder value. Check out the full story here.
Disclosure: Javier Hasse holds no positions in any stocks or funds mentioned
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