Blackwells

Blackwells Capital Reiterates the Need for Immediate Leadership Changes at IHS Holding Limited

Retrieved on: 
Tuesday, September 12, 2023
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Blackwells Capital LLC (together with its affiliates, “Blackwells”), a long-term shareholder of IHS Holding Limited (NYSE: IHS) (“IHS” or the “Company”), today issued a statement regarding the urgent need for leadership changes at IHS, including a reconstitution of the Company’s Board of Directors (the “Board”) and the replacement of the CEO and Chair Sam Darwish.

Key Points: 
  • Blackwells Capital LLC (together with its affiliates, “Blackwells”), a long-term shareholder of IHS Holding Limited (NYSE: IHS) (“IHS” or the “Company”), today issued a statement regarding the urgent need for leadership changes at IHS, including a reconstitution of the Company’s Board of Directors (the “Board”) and the replacement of the CEO and Chair Sam Darwish.
  • Jason Aintabi, Chief Investment Officer of Blackwells, commented:
    “Since IHS’ initial public offering nearly two years ago, we have observed large-scale governance, operational and strategic failings which continue to impact the value of our investment.
  • In past communications, we have called for CEO and Chair Sam Darwish to step down, while voicing our serious concerns with an inept Board kowtowing to his whims.
  • Blackwells is hopeful that the Board will recognize the will of shareholders and act promptly.

Blackwells Capital Reiterates Support for the Combination of Global Net Lease and The Necessity Retail REIT

Retrieved on: 
Tuesday, September 5, 2023
REIT, Finance, Professional Services, Commercial Building & Real Estate, Construction & Property, Disclosure, GNL, Canadian House of Commons Special Committee on Electoral Reform, RTL, NYSE, Blackwells, Capital, Bank

Blackwells Capital LLC (together with its affiliates, “Blackwells”), an alternative investment management firm that is a shareholder of both Global Net Lease, Inc. (NYSE: GNL) (“GNL”) and The Necessity Retail REIT, Inc. (NASDAQ: RTL) (“RTL”), today reiterated its support for the companies’ proposed combination.

Key Points: 
  • Blackwells Capital LLC (together with its affiliates, “Blackwells”), an alternative investment management firm that is a shareholder of both Global Net Lease, Inc. (NYSE: GNL) (“GNL”) and The Necessity Retail REIT, Inc. (NASDAQ: RTL) (“RTL”), today reiterated its support for the companies’ proposed combination.
  • The Special Committees of GNL and RTL, per the disclosure in the proxies, negotiated multiple internalizations with the external manager in order to create this valuable corporate transformation.
  • A vote against this merger is a vote to maintain the status quo, which we worked hard to improve.
  • Blackwells will vote in favor of the merger and related proposals at the Special Meetings of both GNL and RTL.”

Blackwells Capital Sends Letter to the Board of Directors of IHS Holding Limited Regarding the Immediate Need for Governance Enhancements

Retrieved on: 
Wednesday, June 28, 2023
Technology, Professional Services, Telecommunications, Finance, Maintenance, IPO, Gentlemen's agreement, Blackwells, Suggestion, Policy, Disclosure, Sale, Public expenditure, Acquisition, Investment, MTN Group, IHS, Opacity, Letter, Environment, News, Courage, Management, Cryptocurrency, Bank, Security (finance), MTN

To the Members of the Board of Directors:

Key Points: 
  • To the Members of the Board of Directors:
    Blackwells Capital LLC (“Blackwells”) is a significant, long-term shareholder of IHS Holding Limited (“IHS” or the “Company”).
  • In this letter, we detail numerous disclosure issues, governance failings and strategic lapses that have contributed to value destruction at IHS.
  • We believe, that among other actions, the IHS Board of Directors (the “Board”) needs to be reconstituted as a precursor to necessary changes at the Company.
  • More importantly, neither the Board nor management substantively addressed any of Blackwells’ concerns or apparently considered seriously any of Blackwells’ suggestions for improvement.

Blackwells Capital Issues Presentation Highlighting Compelling Combination of Global Net Lease and The Necessity Retail REIT

Retrieved on: 
Monday, June 12, 2023
Professional Services, Residential Building & Real Estate, Commercial Building & Real Estate, Finance, Construction & Property, REIT, Capital, GNL, RTL, NYSE, Blackwells

Blackwells Capital LLC (together with its affiliates, “Blackwells”), an alternative investment management firm that is a shareholder of both Global Net Lease Inc. (NYSE: GNL) (“Global Net Lease,” “GNL” or the “Company") and The Necessity Retail REIT Inc. (NASDAQ: RTL) (“Necessity Retail REIT” or “RTL”), today issued a presentation that describes Blackwells’ rationale for supporting the proposed merger of GNL and RTL.

Key Points: 
  • Blackwells Capital LLC (together with its affiliates, “Blackwells”), an alternative investment management firm that is a shareholder of both Global Net Lease Inc. (NYSE: GNL) (“Global Net Lease,” “GNL” or the “Company") and The Necessity Retail REIT Inc. (NASDAQ: RTL) (“Necessity Retail REIT” or “RTL”), today issued a presentation that describes Blackwells’ rationale for supporting the proposed merger of GNL and RTL.
  • The compelling combination will result in a pro forma entity with nearly $10 billion in real estate assets, making GNL one of the largest publicly traded net lease REITs.
  • Blackwells expects that the increased scale, diversity and efficiency, combined with internalization of management and impressive governance enhancements, will position the Company to create immediate and long-term value for all shareholders.
  • This enhanced accountability and receptivity to shareholder perspectives marks a significant change from past practice and one which, in our view, will underpin long-term value creation.

Global Net Lease, The Necessity Retail REIT and AR Global Enter into Cooperation Agreement with Blackwells Capital

Retrieved on: 
Monday, June 5, 2023
Construction & Property, Professional Services, REIT, Finance, Agreement, RTL, Blackwells, Mergers and acquisitions, Sumathi Best Television Current Reporting Award, EU–UK Trade and Cooperation Agreement, Growth, GNL, NYSE

Global Net Lease Inc. (NYSE: GNL, "GNL") and The Necessity Retail REIT Inc. (NASDAQ: RTL, "RTL") – together with their respective advisors and property managers and AR Global – today announced that they have entered into a cooperation agreement (the “Cooperation Agreement”) with Blackwells Capital.

Key Points: 
  • Global Net Lease Inc. (NYSE: GNL, "GNL") and The Necessity Retail REIT Inc. (NASDAQ: RTL, "RTL") – together with their respective advisors and property managers and AR Global – today announced that they have entered into a cooperation agreement (the “Cooperation Agreement”) with Blackwells Capital.
  • “We are pleased to have reached an agreement with Blackwells that we believe is in the best interests of the Global Net Lease and The Necessity Retail REIT shareholders,” said Michael Weil, Chief Executive Officer of RTL, and James Nelson, Chief Executive Officer of GNL.
  • “The combination of GNL and RTL will create a leading global net lease REIT that is positioned for long-term growth and potential trading multiple expansion comparable to other net lease REITs of this size and scale.
  • The Blackwells Parties have agreed to abide by certain standstill and voting commitments in connection with the Cooperation Agreement.

Blackwells Capital Calls on Global Net Lease, Inc. and The Necessity Retail REIT, Inc. to Confirm Annual Meeting Dates

Retrieved on: 
Monday, May 22, 2023
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The Annual Meetings have been delayed by more than two months to “on or about July 21, 2023.” Blackwells believes the boards of directors of GNL and RTL should immediately confirm the July timing for the Annual Meetings and publicly commit to forgoing further delays.

Key Points: 
  • The Annual Meetings have been delayed by more than two months to “on or about July 21, 2023.” Blackwells believes the boards of directors of GNL and RTL should immediately confirm the July timing for the Annual Meetings and publicly commit to forgoing further delays.
  • Jason Aintabi, Chief Investment Officer of Blackwells, commented:
    “GNL and RTL’s last-minute delay of their Annual Meetings is another unacceptable effort by AR Global to protect its stranglehold on the coffers of the companies.
  • Blackwells’ campaigns at GNL and RTL seek vital change, which is reinforced with each instance of governance wrongdoings.
  • We also encourage stockholders to join us in urging the board of directors to confirm the July timing for the Annual Meetings and that the companies will not enact any other entrenchment maneuvers.

Leading Proxy Advisory Firms Support Blackwells’ Case for Board Change at Global Net Lease, Inc. and The Necessity Retail REIT, Inc.

Retrieved on: 
Wednesday, May 10, 2023
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Glass Lewis’ recommendation follows Institutional Shareholder Services, Inc. (“ISS”) recommendation to withhold support from GNL and RTL’s incumbent director candidates.

Key Points: 
  • Glass Lewis’ recommendation follows Institutional Shareholder Services, Inc. (“ISS”) recommendation to withhold support from GNL and RTL’s incumbent director candidates.
  • This years’ ISS report follows reports from the last two years where ISS has repeatedly refused to endorse the incumbent nominees at GNL and RTL.
  • Jason Aintabi, Founder and Chief Investment Officer of Blackwells, commented:
    “We believe the time has come to say goodnight to the AR Global complex.
  • The years of abysmal results at each publicly listed entity under the millstone of AR Global, juxtaposed against the astronomical fees that AR Global continues to accumulate, is no longer tolerable.

Blackwells Capital Issues Letter to Shareholders of Global Net Lease, Inc.

Retrieved on: 
Thursday, May 4, 2023
REIT, Finance, Banking, Professional Services, Construction & Property, Failure, FOR, Net asset value, Blackwells, Disclosure, Annual Meetings of the International Monetary Fund and the World Bank Group, Internet, Change, Capital, Annual general meeting, Security (finance), GNL, NYSE, AR, Holding company, Music

Blackwells Capital LLC (together with its affiliates, “Blackwells”), today issued a letter to fellow shareholders reminding them to vote on the WHITE Universal Proxy Card to support the urgent need for boardroom change at Global Net Lease, Inc. (“GNL”) (NYSE: GNL).

Key Points: 
  • Blackwells Capital LLC (together with its affiliates, “Blackwells”), today issued a letter to fellow shareholders reminding them to vote on the WHITE Universal Proxy Card to support the urgent need for boardroom change at Global Net Lease, Inc. (“GNL”) (NYSE: GNL).
  • The full letter to shareholders has been reproduced below:
    At the upcoming annual meeting of shareholders on May 18, 2023, shareholders will have an opportunity to halt the ongoing destruction of value at Global Net Lease, Inc. (“Global Net Lease” or “GNL”) by electing two highly qualified and independent director candidates, Jim Lozier and Richard O’Toole (together, the “Blackwells Nominees”), by voting on the WHITE Universal Proxy Card.
  • Yesterday, a federal judge in New York DENIED a request by GNL to prevent Blackwells from soliciting proxies.
  • It is, in our view, alarming that, within hours of the judge’s decision, GNL perpetuated its waste of shareholders’ capital by filing an appeal.

Blackwells Capital Issues Letter to Shareholders of The Necessity Retail REIT, Inc.

Retrieved on: 
Thursday, May 4, 2023
Construction & Property, Professional Services, REIT, Finance, FOR, RTL, Net asset value, Blackwells, Disclosure, NUALS Arts and Literary Annual Meet, Internet, Change, Capital, Annual general meeting, Security (finance), NYSE, AR, Holding company

Blackwells Capital LLC (together with its affiliates, “Blackwells”), today issued a letter to fellow shareholders reminding them to vote on the WHITE Universal Proxy Card to support the urgent need for boardroom change at The Necessity Retail REIT, Inc. (“RTL”) (NYSE: RTL).

Key Points: 
  • Blackwells Capital LLC (together with its affiliates, “Blackwells”), today issued a letter to fellow shareholders reminding them to vote on the WHITE Universal Proxy Card to support the urgent need for boardroom change at The Necessity Retail REIT, Inc. (“RTL”) (NYSE: RTL).
  • Blackwells’ WHITE Universal Proxy Card has been cleared by the Securities and Exchange Commission (the “SEC”).
  • Yesterday, a federal judge in New York DENIED a request by RTL to prevent Blackwells from soliciting proxies.
  • It is, in our view, alarming that, within hours of the judge’s decision, RTL perpetuated its waste of shareholders’ capital by filing an appeal.

Blackwells Capital Releases Presentation and Announces Website Exposing AR Global’s Value Destructive Management of Global Net Lease Inc. and The Necessity Retail REIT Inc.

Retrieved on: 
Wednesday, February 22, 2023
Construction & Property, Professional Services, REIT, Finance, AR, Blackwells, NYSE, Capital, GNL, RTL, Audit, Management

Blackwells Capital LLC (together with its affiliates “Blackwells” or “we” or “our”), today announced the release of a presentation to Global Net Lease Inc. (NYSE: GNL) (“Global Net Lease” or “GNL”) and The Necessity Retail REIT Inc. (NASDAQ: RTL) (“Necessity Retail REIT” or “RTL”) shareholders that exposes the value destructive self-dealing of both companies’ external manager, AR Global.

Key Points: 
  • Blackwells Capital LLC (together with its affiliates “Blackwells” or “we” or “our”), today announced the release of a presentation to Global Net Lease Inc. (NYSE: GNL) (“Global Net Lease” or “GNL”) and The Necessity Retail REIT Inc. (NASDAQ: RTL) (“Necessity Retail REIT” or “RTL”) shareholders that exposes the value destructive self-dealing of both companies’ external manager, AR Global.
  • Blackwells also launched a dedicated website - StopARGlobal.com - for the benefit of GNL and RTL shareholders.
  • Shareholders are invited to visit https://stoparglobal.com/presentation-part-1/ to download the presentation.
  • Our value maximization plan will unshackle GNL and RTL from AR Global, commit both companies to shareholder-friendly corporate governance, and conduct appropriate strategic reviews,” continued Mr. Aintabi.