• by Joe Mandese , May 19, 2006

In an apparent bid to buy time and stave off what looks to be a mounting takeover of Aegis Group, the company's board rebuffed French financier Vincent Bollore's nominees to the board and said it would postpone its annual shareholders meeting to June 14 from its original date of May 24.

"The board has determined that it will not support the proposed nominations," reads the statement, issued after Bollore nominated two appointees to represent his interests on the Aegis board: Philippe Germond, former head of French mobile firm Alcatel; and Roger Hatchuel, former owner of the Cannes Lions International Advertising Festival.

Bollore, who is also chairman of Paris-based rival Havas, recently raised his stake in Aegis to 27.56 percent, near the threshold required to mount a formal takeover, and has begun intimating that he has more than a passive investment interest in the company. Bollore, known as a French corporate raider, mounted a similar takeover of Havas last year, incrementally boosting his stake, and ultimately securing seats on the holding company's board, of which he is now chairman.

In its statement, the Aegis board said it "believes that all Aegis shareholders should be given the opportunity to express their views and will therefore put forward resolutions for shareholders to vote on at the forthcoming annual general meeting," and that it elected to delay the shareholders meeting to give them "adequate time to consider and vote on all resolutions to discuss the nominations put forward by Groupe Bollore."

The Aegis board urged the company's shareholders to vote against Bollore's nomination, claiming it represents "fundamental conflicts of interest," noting that:

"Vincent Bollore holds the chairmanship of and owns a substantial interest in both Havas--a major direct competitor of Aegis--and Groupe Bollore. Accordingly, the board believes it is not possible for any director appointee proposed by Groupe Bollore to be deemed sufficiently independent to act in the interest of all Aegis shareholders."

"The board remains absolutely focused on delivering full value for all Aegis shareholders and will not favor any single shareholder group over and above the interests of Aegis shareholders as a whole."

Aegis is the parent company of media agencies such as Carat, Vizeum, Isobar and Posterscope, and also owns considerable research operations.