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R&Q hits back at Phoenix in open letter over William Spiegel

30th August 2022 - Author: Pete Carvill -

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R&Q has hit back at the open letter published by Phoenix last week.

randall-quilter-rq-logoThe firm said the letter, which was published on 25 August, contained ‘a significant number of factual inaccuracies and misrepresentations’. The statement from R&Q states that the general meeting it announced last week was for shareholders to ‘vote AGAINST the resolutions requisitioned by Phoenix’.

It wrote: “The Board reiterates its unanimous support for William, its respect for him, and confidence in the strategy he and his management team are executing. The Board also wishes to highlight the strength of public support AGAINST Phoenix’s proposals, with shareholders representing approximately 40% of R&Q’s voting rights stating their public support for William and their intentions to vote AGAINST the resolutions proposed by Phoenix. In addition, the Board has also received a significant amount of private support AGAINST the Phoenix resolutions.”

It added: “Furthermore, while the Phoenix letter is substantially directed towards William, the Company notes that it is the whole Board, including the Independent Directors, that has ultimate responsibility for setting the strategy, corporate actions (including M&A, capital raising and remuneration) and the appointment of the right management team to deliver the strategy. The Board reiterates that it is important to enable the management team to execute the strategy without distraction or disruption.”

The open letter published on Phoenix Asset Management’s website by Gary Channon, cofounder and CIO at the firm, dealt further blows to Spiegel’s tenure, which is due to be voted upon in a special board meeting on 13 September. A section of shareholders of R&Q have called upon Spiegel to stand down from his roles with former founder and executive chairman Ken Randall stepping back in.

This latest letter follows news this week that R&Q is to hold a special general meeting for its Board to vote on the proposals by Phoenix to have William Spiegel removed as executive chair and director of the company.

That move came after weeks when separate camps have either affirmed Spiegel’s performance or taken against him. Phoenix has led the charge against Spiegel, with R&Q confirming in a statement that this resolution is shared by Brickell, 777 Partners, 777 Asset Management, plus others.

The tumult began in the middle of the month when Phoenix Asset Management Partners, which has around 12% of the firm’s share capital, said in an open letter that it wished for Spiegel to be removed with Randall to take his role.

However, other firms holding shares in R&Q have come to Spiegel’s defence.

Thomas Moore, senior investment director for UK and European equities at abrdn, said: “abrdn PLC manages funds owning approximately 6.2% of the outstanding shares of R&Q Insurance Holdings Ltd. We support the current Executive Chairman, William Spiegel, and believe that the strategy outlined is appropriate to realise the full shareholder value inherent in the Legacy and Program Management divisions.”

He added: “We have not seen a valid argument to justify the distraction which would arise from a change in management, and believe the stability of Spiegel’s leadership is especially important after a year of change.”

The Scottish firm was not the only one coming out in support of Spiegel. Investment firm Vida Capital, which manages 9.07% of the firm’s outstanding shares, expressed its support for the current leadership and strategy of the company.

In a statement, the company, which is a vertically integrated, uncorrelated investment firm specialising in insurance, longevity, structured credit, and private lending, said that it supported Spiegel, the management team, and the Board in their efforts to maximise shareholder value.

It added: “We believe a dramatic change to the strategy or to the executive leadership at this time would be counterproductive and would create a major distraction for the company.”

Spiegel was named as executive chairman in April 2021 on the retirement of Randall.  The non-life legacy and run-off acquisition and management, programme services and investments specialist had been planning for succession, with this move previously announced in July 2020.