The Arizona Republic

Debate over GM stock-split plan heating up

- Eric D. Lawrence Detroit Free Press

The debate over an activist investor’s stock-split proposal is getting more intense with one week to go until General Motors’ annual shareholde­rs meeting in Detroit.

GM is touting reports from two advisory firms that have sided with the company over the proposal from billionair­e David Einhorn’s Greenlight Capital.

Einhorn wants to split GM stock into two classes, which he says would unlock billions of dollars in shareholde­r value. GM, however, has painted the proposal as risky and has defended its efforts to transform the company in a changing auto environmen­t.

But in a letter Wednesday, Greenlight urged shareholde­rs to send a message to the GM board ahead of the June 6 meeting.

“The incumbent GM board seems to us to be bereft of inspired ideas, and we believe shareholde­rs must make room for fresh directors who can help shareholde­rs. Supporting the incumbents, who have failed to unlock value for seven years, is tantamount to surrenderi­ng,” according to the Greenlight letter.

Einhorn owns 52 million GM shares, or just over 3% of the company’s common stock. His proposal would create two stock classes, one designed for big dividend returns and another designed to reward shareholde­rs if the automaker’s profits and stock price grow.

But the advisory firms — Glass, Lewis & Co. and Institutio­nal Shareholde­r Services (ISS) — describe Greenlight’s plan as speculativ­e.

“We agree with the position of the incumbent directors that there are a number of risks and uncertaint­ies associated with Greenlight’s plan, that it is speculativ­e in nature and that the potential costs may outweigh the potential benefits,” according to a portion of the Glass Lewis report referenced by GM.

The ISS report, according to GM, said the company had closed its performanc­e gap with its rivals since Mary Barra became CEO in 2014, and “the market has not reacted positively to the dissident’s proposal,” a reference to Greenlight.

The firms suggest shareholde­rs reject the Greenlight proposal and approve the company’s nominees to the board.

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