This landmark piece of research is one of the firsts of its kind to examine the tangible and intangible factors that influence the decision-making process of institutional investors and sell-side analysts around the world.
The report also sheds new light on this group’s motivations and offers perspective on how investor behaviour may evolve in the near future.
Follow #GIIIR2014 on Twitter for insights from the report.
MSLGROUP Global Institutional Investors Insight Report 2014
1. 1
Global Institutional
Investors Insight Report
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
2. A top-three group globally, the global Financial Practice at MSLGROUP offers specialized, best-in-
class strategic communications advisory and other services to more than 500 corporate and
institutional clients across major financial and business markets on three continents around the
world. The group consists of CNC in 8 markets; Kekst and Company in New York; JKL in the Nordic
region, Publicis Consultants in France as well as dedicated Financial hubs in Italy, Poland and Asia.
Visit: www.mslgroup.com
JKL is a leading Nordic consultancy specialising in strategic communication and stakeholder
engagement. Clients turn to JKL for support in building their reputation, understanding
perceptions or issues across multiple stakeholder groups, and devising and implementing efficient
communication strategies. With more than 25 years’ experience in strategic communication, JKL
offers its clients a profound understanding of the Nordic capital markets, business environment
and media. JKL has a hub office in Stockholm and consultants in Norway, Denmark, Finland and
Brussels. Visit: www.jklgroup.com
MSLGROUP’s Global Institutional Investor Insight Report, December 2014
2
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The Financial Practice at MSLGROUP
CNC is an experienced international strategic consultancy which helps clients solve business
problems through communications. When communication matters, companies, institutions
and individuals use CNC’s unrivalled expertise to advise on communications affecting decisions,
valuation, change and reputation. CNC works in corporate and financial communications,
public affairs, crisis support and change management, underpinned by a strong understanding of
the rapidly evolving digital media environment. In November, CNC and Capital MSL announced that
the two operations intend to merge in January 2015. Visit: www.cnc-communications.com
Kekst and Company has long been the leading corporate, financial and strategic communications
advisor to senior management teams and boards of directors on their most serious business
and communications issues. Headquartered in New York City, Kekst’s professionals are highly
experienced and possess a deep understanding of the business world, the capital markets and
the media. Most importantly, they excel at helping clients articulate and effectively communicate
key messages to their most important stakeholder groups. The company’s engagements typically
involve: investor relations, crisis communications, mergers & acquisitions, bankruptcies and
restructurings, litigation support, and corporate governance issues. Additionally, the firm has long
been a leader in advising private equity firms and hedge funds, representing nearly 50 entities
today. Visit: www.kekst.com
A top-five player in France’s M&A league tables, Publicis Consultants’ Financial team also
regularly advises investment banks, private equity firms, asset managers and listed companies on
their communications strategies. The company’s objective is to develop and protect its clients’
financial image for each of their key targets: investors, journalists, influencers, employees. Publicis
Consultants supports clients around a number of delicate communications challenges, including:
crisis communications, annual results and Investor Day presentations, financial advertising
campaigns, hostile take-over bids, IPO projects, Say on Pay for Annual Shareholders meetings, as
well as rumors on Twitter and social networks more generally. Visit: www.publicis-consultants.fr
3. 1
About this research
MSLGROUP’s Global Institutional Investors Insight Report is a landmark piece of research. The survey is one of the first of its kind to
examine the tangible and intangible factors that influence the decision-making process of institutional investors and sell-side analysts
around the world. The report also sheds new light on this group’s motivations and offers perspective on how investor behaviour may
evolve in the near future.
Among the first to cover a global investor base…
Whereas past studies of market participants have focused almost exclusively on the U.S.
and European markets, MSLGROUP’s is among the first to include the Asian investment
perspective. The findings are compiled from a total of 500 direct telephone interviews
with institutional investors and sell-side analysts in Europe (France, UK, Germany,
Switzerland, Luxembourg), North America (the U.S. and Canada), and Asia (Singapore,
China, Hong Kong, Australia and Japan). The study demonstrates that while these
financial professionals have many similarities in approach and perspectives, important
nuances do exist among these regions.
Decision-making and corporate influence…
The survey, conducted during August and September 2014, provides detailed insights
and spotlights how investment decision-making and future investor behaviour might
change. The research shows how both financial and non-financial factors play a role in
decision making and highlights the extent to which the information required to make
these decisions can be influenced by corporate disclosures and investor relations
activities.
Continued growth in activism…
In the research, we have also taken one of the first global looks at investor views on
shareholder activism, seeking to understand how far investors around the world believe
that this approach will develop beyond the U.S. and its early stages in the UK. We also
examine global investor views of the benefits that such engagement may, or may not,
bring.
A more complete picture…
Throughout this report, we have highlighted notable global trends in investor opinion,
balanced with regional differences (where available). What emerges is a more complete
picture of the global investor base, which illustrates why this important corporate
audience should not be regarded as an homogenous group.
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
4. MSLGROUP’s Global Institutional Investor Insight Report, December 2014
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Executive summary
Global capital markets overtook bank
lending as the leading source of long-term
finance in 20091 as the fall-out from
the 2008 financial crisis lowered risk
appetite within banks considerably. The
effective functioning of these markets
is more important to society’s economic
progress than ever before.
But the views of institutional investors,
those who channel the largest assets, are
still rarely captured on a global basis. As
a group, they are hard-to-reach. But, in
this inaugural study, we have successfully
tracked investor behaviour, attitudes and
beliefs across the three largest regions
(by value): Asia, Europe and the United
States. Estimates place institutional
investor assets under management in
these three regions at $58 trillion.
The insights we present, therefore, should
make for instructive reading. Our findings
will inform the investor engagement
strategies of listed companies around
the world, but might also be considered
as a useful input to corporate decision-making,
vis-à-vis both primary and
secondary capital markets. Those
who get the balance of their market
engagement right can expect to maintain
a ready market for future financing, lower
their cost of capital as well as cultivate
a supportive investor base for corporate
actions.
The good news is that two thirds of
investors globally believe that investor
communications have improved overall.
But, this is no time to rest on our laurels.
Listed companies are navigating ever-more
global capital markets; one where
the competition for capital has never
been more intense.
So what are the key take-aways from the
study? The regional variance of investor
behaviour and attitudes is highly notable.
From region-to-region, our findings
show a stark difference in the number of
stocks investors hold in their portfolio.
Furthermore, average holding periods
can also vary significantly. These
distinctions can obviously translate into a
very different set of investor needs.
On average, European investors cover
a universe twice the size of their U.S.
and Asian counterparts. As a result,
European investors seem to place
a greater value on the quality of a
company’s own communications. This
is cited as a very important driver of
corporate valuation. European investors
are also among the keenest to see a
clear alignment of interests; placing
great store in the linkage between
director compensation and company
performance.
U.S. investors might be viewed, according
to our findings, as the most long-term
group. A higher proportion of their
portfolio is held constant for five years
than in any other region surveyed. This,
in a region best known for its investor
intervention. One might presume that
the loyalty of U.S. investors is, therefore,
heavily associated with long-term value
creation. Should this goal be threatened,
they are more pre-disposed to act, but
even in the U.S. a majority of our sample
question the long-term benefit of high-profile
shareholder activism, as a general
rule.
by Roland Klein
Global leader of MSLGROUP’s
Financial practice, and CNC Partner.
1 Lena Komileva for Financial Times, 16 September, 2009
5. 3
Asia represents a clear contrast to the
mature western markets in our study.
While portfolios are currently more
concentrated in Asia than in any other
region, its fast-paced markets mean
that investors have developed a shorter
time horizon. Here, investors reported
holding an average of just 46% of their
portfolio for more than a year; over a
five year period this fell on average to
as little as 17% of their portfolio - half
that of other regions. This means that
stocks held for more than a year by
investors in Asia can be the exception,
rather than the rule. What’s more, two
in three investors in the region readily
expect to be managing more stocks in
the next three years. These factors will
pose even more challenges for investor
relations professionals and may alter the
aftermarket dynamic of a rising number of
Asia-led public offerings.
For as long as I can remember the debate
over the contribution intangibles make
to market valuation has rumbled on.
The processes by which an estimate of a
business’ economic value is arrived at are
generally accepted, but the precise effect
of so-called non-financial factors is still
unclear. So we asked our sample for their
views.
What is clear is that, not unreasonably,
investors place greatest store in knowing
where a company is going and that their
expectations will be delivered upon.
Worldwide, our investor sample want to
understand the corporate strategy, to
feel confident in the quality of executive
management and to be sure that the
company has been open and honest in
its disclosures. In my experience, it is not
the bumps in the road of any company’s
life which frustrate investors, but those
bumps which were neither foreseen, nor
disclosed, nor discussed.
Pre-crisis, environmental, social and
governance (ESG) factors were a much
discussed topic, particularly in Europe.
The turbulence of financial markets and
extremes of the last seven years may
well have focused attention on the short
or medium rather than long-term, but
ESG is cited by a significant number
of investors in each region as being a
‘somewhat important’ determinant of
valuation. It might surprise some of our
readers to learn that the country with the
largest proportion of investors citing ESG
behaviour as very important at present
was China.
And so, the age-old tension between
long-term performance and short-term
gain is ever present.
Capital markets, by their very nature,
are designed to be long-term sources of
finance. When a company seeks to access
primary capital markets, the purpose is
typically to invest and thereby, ultimately,
to increase profits. It can take many
months or years before the investment
pays back its cost.
We would do well to remember that
investors in any region need a clear
roadmap for company development, both
when they invest and while they remain
invested. All good stories should have a
solid beginning, a middle and an end.
As capital markets and
shareholder bases have
become more globalized,
companies are faced with an
issue of regionalism when
it comes to interpreting
their corporate messaging,
and while this may sound
somewhat paradoxical -
globalism leading to more
regionalism - there is a clear
opportunity for companies
to strengthen and increase
their shareholder bases if they
understand these important
regional nuances and adjust
course accordingly. As a
truly global communications
company, rich in local
expertise, and with a proven
track record in corporate,
strategic and financial
communications, MSLGROUP
and its agencies help clients
understand such nuances,
and navigate complex
environments
Roland Klein
Global leader of the Financial
practice, and CNC Partner.
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6. SECTION I
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Critical factors driving
investor decision making
7. 5
A logical approach to understanding the findings is to analyse
the data in two ways: First, what are the factors that investors
look for when making an investment decision? Second, what
can companies do to positively influence investor perception?
Fact plus instinct, financial plus non-financial factors...
There are multiple factors that impact
how institutional investors make
investment decisions about which
companies to invest in, which companies
to continue to hold and which companies
to liquidate from a portfolio. In this study,
we have drawn a distinction between
financial and non-financial factors
and then discuss what a company can
do to improve its perception among
these market participants. We have
also analysed the influence of different
sources of information used by financial
professionals around the globe as part
of their research into companies and
industry sectors.
What is clear is that no matter where in
the world an investor might be located,
the decision whether to invest or not is
based upon a combination of both fact
and instinct; and both financial and non-financial
factors.
A logical approach to understanding the
findings is to analyse the data in two ways:
First, what are the factors that investors
look for when making an investment
decision? Second, what can companies
do to positively influence investor
perception?
There are a number of common top-line
points in this section, with some
striking differences among the different
geographic regions and depending upon
whether one is a buy-side investor or sell-side
analyst.
FIGURE 1
Investors: Which of the following factors have become more or less important to
understanding a company’s investment story over the past few years?
65% 10% 21% 4%
58% 15% 23% 4%
54% 20% 21% 5%
51% 20% 26% 3%
45% 23% 23% 9%
39% 36% 20% 5%
39% 31% 25% 5%
35% 35% 25% 5%
33% 37% 26% 4%
50% 100%
A good track record on
meeting earnings expectations
A clearly articulated equity story
A clear link between
Director's remuneration and
company performance
A dedicated and informed
investor relations function
Management one-on-ones
A relevant, timely and supportive
digital or social media footprint
Management visibility at
industry sell-side conferences
Supportive coverage
in the financial media
Sufficient sell-side
research coverage
More Important Less Important Same Don't Know
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
8. The factors that have become more important…
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Across the three geographic regions, four
factors emerge as key elements in helping
buy-side investors more fully understand
a company’s investment story:
√ A good track record in meeting
earnings expectations (65%)
√ A clearly articulated equity story (58%)
√ A clear link between a Director’s
remuneration and company
performance (54%)
√ A dedicated and informed investor
relations department (51%)
When asked to assess the importance
of specific factors to understanding a
company’s equity story, there are three
notable areas where the response of “less
relevant” matches or even exceeds that
given by the sample for “more relevant”.
One of these areas, “sufficient sell-side
research” (37% less relevant versus
33% more relevant), is illustrative of
the increasing importance placed upon
internally-generated, buy-side research (a
subject that we cover later in this report).
In contrast, global sell-side respondents
in the survey hold a different view as
to what has become more important in
recent years. Several elements scored
a majority vote among this audience,
including sell-side research and
attendance at sell-side conferences:
√ A good track record in meeting
earnings expectations (79%)
√ A clearly articulated equity story (72%)
√ A dedicated and informed investor
relations department (67%)
√ Management one-on-ones (57%)
√ Sufficient sell-side coverage (57%)
√ Management visibility at industry sell-side
conferences (55%)
√ A clear link between a Director’s
remuneration and company
performance (52%)
9. 7
While there are clear takeaways as to the critical factors that
are driving the investment decision-making process among
financial professionals on a global basis, there are also subtle
differences in the importance that U.S., European and Asian
investors place on various elements.
Significant regional variations…
While there are clear takeaways as
to the critical factors that are driving
investment decision-making among
financial professionals on a global basis,
there are also subtle differences in the
importance that U.S., European and Asian
investors place on various elements.
Communications professionals and CFOs
would be well served to understand
these nuances when evaluating their
shareholder bases and planning their
investor relations activities.
For the United States, it was notable
that between one quarter and one
third of the sample said that there had
been no change in importance for any
of the factors, with the exception of
digital footprint. Only when discussing
a company’s track record on earnings
(54%) and the importance of a clearly
articulated equity story (54%) did a
majority of the respondents identify
that these factors had become more
important to their investment decisions.
FIGURE 2
Investors: To what extent has a good track record on meeting earnings expectations become more or less important to fully understand a
company’s investment story?
U.S. Europe Asia
54% 10% 28% 8% 70% 7% 21% 2% 77% 13% 10% 0%
More Important Less Important Same Don't Know
80%
40%
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
10. While the overall European sample noted that a clearly
articulated equity story had become more important to
their decisions (57%), which was on a par with the U.S., the
individual country responses show that German institutions
take this factor even more seriously (79%).
FIGURE 3
Investors: To what extent has a clearly articulated equity story become more important to fully understanding a company’s investment
story in the last few years?
U.S. Europe Asia
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More Important Less Important Same Don't Know
70%
35%
54% 11% 27% 8% 56% 13% 26% 5% 66% 24% 9% 1%
Europe occupied a middle ground on
this issue with some striking differences
in opinion among the various countries.
Compared to the U.S., in Europe there
is significantly more attention being
paid to the link between a Director’s
remuneration and performance (62%
compared to 42% in U.S.), and to the
earnings track record (70% compared to
54% in U.S.). While the overall European
sample noted that a clearly articulated
equity story had become more important
to their decisions (57%), which was
on a par with the U.S., the individual
country responses show that German
institutions take this factor even more
seriously (79%). A significant percentage
of German and Swiss investors (38%
and 49% respectively) were also among
those who viewed supportive financial
media coverage as being more important.
The UK differed significantly from the
European whole on just one factor; with
63% of the UK sample citing one-on-ones
with company management as more
important to their investment decisions
(versus Europe overall at 44%).
The results from Asia likewise present a
meaningfully different picture, consistent
with a developing institutional investment
sector in this high-growth region. In
Asia, the percentage responding that the
surveyed factors have become “more
important” to investment decision-making
is greater than the global average
for every element. In many instances
this difference runs into the double-digits.
The most impressive variances
relate to the importance of sufficient
sell-side research (62% compared to
33% globally), management visibility at
sell-side events (56% vs. 39% globally),
a dedicated IR function (67% vs. 51%
globally), management one-to-ones
(61% vs. 45% globally), as well as the
digital footprint (54% vs. 39% globally).
11. 9
Overall, buy-side participants place much more importance
on extra-financials, with 95% of participants stating that a
company’s corporate strategy and the quality of its executive
management are either very important or somewhat
important to driving a company’s valuation.
The core drivers of corporate valuation…
Non-financial factors, or what are
commonly referred to as “extra-financials,”
have become more prominent
in the investment landscape in recent
years as financial markets, corporations
and intermediaries have become more
sophisticated in assessing intangible
factors that may affect a company’s future
profitability, but which are not presented
in the financial statements. To uncover
insights, respondents were asked to rate
the importance of extra-financial factors
in terms of driving a company’s valuation
today.
Overall, buy-side participants place much
importance on extra-financials, with 95%
of participants stating that a company’s
corporate strategy and the quality of
its executive management are either
very or somewhat important to driving
a company’s valuation. Notably, 79%
indicated that a company’s corporate
strategy is very important, and 70%
echoed the same sentiment for the
quality of the executive management
team. The transparency of a company’s
investor disclosures is viewed as either
very or somewhat important by 91% of
buy-siders, with 63% citing this factor as
very important.
The next three extra-financial factors to
be rated as very or somewhat important
in driving a company’s valuation include
the quality of the company’s investor
communications (86%), a company’s
market share (83%) and environmental,
social and governance (ESG) behaviour
(72%).
The wider media image of a company
was noted as very or somewhat important
by 66% of investors, while a company’s
digital and social media presence was
similarly cited by 52%.
The sell-side holds a broadly similar
view here for a company’s corporate
strategy (98%), quality of its executive
management (87%), transparency of
investor disclosures (89%) and the quality
of investor communications (86%). When
it comes to the remaining extra-financial
factors, the sell-side places more
emphasis on four areas: company market
share (92% vs. 83%), ESG (87% vs. 72%),
media image of the company (83% vs.
66%) and a digital and social media
presence (63% vs. 52%).
FIGURE 4
Investors: Non-financial factors considered very important to driving a company’s valuation today
The company's corporate strategy
Quality of executive management at the company
The transparency of the company's investor disclosures
Quality of the company's investor communications
The company's market share
Environmental, Social & Governance behaviour of the company
Media image of the company
The company's digital and social media presence
79% 16% 3% 2%
70% 25% 3% 2%
63% 28% 7% 2%
38% 48% 11% 3%
38% 45% 14% 3%
24% 48% 25% 3%
19% 47% 32% 2%
13% 39% 44% 4%
50% 100%
Very important Somewhat important Not important Don't know
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
12. FIGURE 5
Investors: To what extent is a company’s digital and social media presence very important, somewhat important, or not important to
driving a company’s valuation today?
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10
86%
of investors in Asia consider a
company’s media image to be an
important extra-financial factor
MSLGROUP.COM
More significant regional differences…
This area of the research provided us with
some intriguing differences of opinion
among investors in the three regions
surveyed that, added with the factors
highlighted above, draw attention to some
tangible differences in investor decision-making
in the more mature investor
centres of the U.S. and Europe, versus the
emerging investor centres of Asia.
The widest range of opinion among
investors could be seen in several
questions:
√ ESG was viewed globally by 72%
of buy-side participants as a very or
somewhat important non-financial
factor. Interestingly, 85% of Asian
participants are in agreement
compared to 65% for the U.S. and 73%
for European investors.
√ Market share was viewed globally by
83% of buy-side participants as a very
or somewhat important non-financial
factor. Only 72% of European financial
professionals concurred with this view
compared to 89% for both the U.S. and
Asia.
√ Media image was viewed globally by
66% of buy-side participants as a very
or somewhat important non-financial
factor. Only 54% of Europeans hold this
same level of sentiment when it comes
to media image compared to 66% for
the U.S. - but both contrast with the
86% result for Asia.
√ Digital and social media presence was
viewed globally by 52% of buy-side
participants as a very or somewhat
important non-financial factor.
Financial professionals in Asia place a
significantly higher level of importance
on this extra-financial factor (77%)
compared to their European (40%) and
American (49%) counterparts.
Very important Somewhat important Not important Don't know
8%
41%
46%
5%
6%
34%
55%
5%
34%
43%
20%
3%
U.S. Europe Asia
13. 11
A letter from Europe:
Business value, much more than a sum of the parts
As Warren Buffett would say, buying a
company is about more than just price.
Traditional methods of determining
economic value may have changed
significantly in recent times, but the
impact intangibles can have on corporate
valuations continues to divide opinion.
Academics assert that up to half of
a company’s value lies not on its
balance sheet, but in its non-financial
assets: the skills of management, the
business model, governance, a strong
environmental story, the role of the
company in society, brand and market
share.
MSLGROUP’s research findings would
suggest investors do indeed place
considerable store in these extra-financials.
Some 58% of investors say
a clear equity story has become critical
to investment decision making. This
premise has long been a clear tenet for
successful primary offers, but can often
become overlooked in the day-to-day of
secondary market trading.
It is clear that investors around the world
want to understand a company’s strategy.
They want to understand a company’s
vision for the future, with 79% of investors
placing this first in the most important
non-financial factors driving valuation.
Second in our survey is an ability to judge
the quality of company management.
This may all sound rather simplistic, but
as Mr. Buffett would also agree, there
are no bonus points for complicated
investments that no-one understands.
The sustainability of a business’ bottom
line, i.e. the ability to foresee change and
adapt, has become the watchword for
quality. So, a company has to tell both
the short-term and long-term equity
story.
European investors, in particular, place
great value on the quality of a company’s
communications, citing it as a far greater
driver of corporate valuation than
something like market share. European
investors are also among the keenest
to see an alignment of interests. They
place great store in a clear link between
directors’ pay and company performance.
The UK shareholder spring of 2012, a
reaction to perceived excessive pay in the
context of poor company performance,
with some highly coordinated and very
high-profile shareholder action certainly
exposed some executive weakness in
this regard. The end result was several
high-profile CEO scalps and a clear signal
companies would do well not to forget.
This places even more emphasis on
the openness and transparency with
which companies approach their public
disclosures and the way in which they
live up to investor expectations for
the business. Indeed, third in the list
of priority inputs to valuation is the
transparency of a company’s investor
disclosures.
And yet, according to our research, a
number of European and U.S. investors
are finding limited value in earnings
calls with management, or simply do
not participate in them. While just one
illustration of a company’s engagement
with investors, this is clearly a valuable
opportunity that is being missed. In spite
of the hours of preparation that can go
into these calls, it would appear that
they are falling short of their potential
and this has major consequences for
investor relations teams and their
communications. Companies would
be well served to review, not only the
depth of the information they provide on
earnings calls, but how they deliver it.
by Claire Maloney
Partner, CNC*
It is clear that investors around
the world want to understand
a company’s strategy.... This
may sound rather simplistic,
but as Mr. Buffett would
also agree, there are no
bonus points for complicated
investments that no-one
understands.
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There is little doubt that investors tend to
prefer well-run companies, that deliver
on their earnings expectations and can
articulate a more medium to long-term
future.
Investors’ favoured information sources
vary extensively by region. However,
perhaps unsurprisingly, Bloomberg,
Financial Times and the Wall Street
Journal are cited by a significant
proportion of our sample as the most
influential business media. It would seem
that Bloomberg is winning the online war,
particularly in Asia.
The digital age has certainly changed the
level of attention that listed companies
can get and has disintermediated
traditional sources of company
information such as the sell-side. A
company’s overall reputation matters
more now than it has in decades. In
a less deferential society, companies
with reputation problems are more
susceptible to public scrutiny. More
and more, investors recognise this risk.
Anecdotally, one fund manager we know
well remarked recently that reputation
has gone to the top of the list of risk
factors that they consider before making
an investment.
In Europe, our survey found that a positive
media image is viewed as having become
more important to investment decision
making than sell-side analysis. This
third-party “endorsement” is viewed as
very or somewhat important as a driver
of corporate valuation by 66% of US
investors, 54% of European investors and
86% of Asian investors.
While a supportive media image of
companies is still viewed as an important
validator of a company’s license to
operate, in the next three years our
sample anticipates that social media
presence will rise in importance. This
poses an entirely new conundrum for
investor relations professionals.
The usefulness of social media from an
investor relations perspective continues
to be the subject of much debate. The
U.S. Securities & Exchange Commission
stated in 2013 that a public company’s
use of social media platforms to
announce material information would
now be considered compliant with
Regulation Fair Disclosure (Reg FD). To
date, the rush to use social platforms as
a primary material news channel has yet
to start.
Of course, the appropriate degree of
social media engagement will vary from
company to company. Some companies
may decide not to engage actively with
their audiences on social media, others
will seek competitive advantage in active
and early adoption.
Are those companies which ignore social
media entirely missing a trick?
Social media certainly can be an
important component of risk and issues
management protocols and planning.
Like it or not, your company may well be
the subject of debate in investor forums
and blogs. Being aware of this through
active listening can already be immensely
helpful, particularly in the context of
corporate actions.
With that said, it will be action—not
spin or distribution channels —that
builds supportive investor sentiment.
Expectations and reputations need to be
deftly managed, but without delivery they
can be hollow promises indeed.
*Claire is currently a Managing Director of Capital MSL. She will take on the title of Partner, CNC, in January 2015 following the merger of the two businesses.
15. 13
SECTION II
Investor engagement under
the microscope
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
16. The positive news is that there is a broad consensus
that publicly listed companies have improved their
communications with investors in recent years.
Companies are becoming better communicators…
28%
U.S. 12%
41%
10%
9%
Europe
46%
16%
MSLGROUP’s Global Institutional Investor Insight Report, December 2014
14
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The positive news is that there is a broad
consensus that publicly listed companies
have improved their communications with
investors in recent years. Two-thirds of
investors globally and more than three-quarters
of sell-side analysts surveyed
are in agreement with this view, with no
clear difference across the market areas
surveyed.
In addition to the importance placed on
basic disclosure and communication
highlighted earlier, one of the principal
methods for companies to update the
markets is through the earnings call. The
findings of our survey question whether
companies are making the most of this
investor engagement opportunity.
We asked our respondents whether they
found earnings calls useful in developing
an investment thesis about particular
stocks. The answer is affirmative for a
majority, but not significantly so.
Earnings calls were most valued in Asia
(85% valuable: 27% very, 58% somewhat)
and by the sell-side (82% valuable: 28%
very, 54% somewhat).
As expected, investors draw data from
a range of sources when looking at an
existing or potential investment. Broadly
speaking these data come from three
distinct sources:
√ Information provided by the company
itself either though filings, meetings or
calls
√ Research conducted within the
investor’s own institution
√ Data from third parties including
sell-side reports, wire services and
traditional media
18%
12%
8%
Asia
Very valuable Somewhat valuable Not very valuable Not valuable at all I rarely participate in earnings calls
14%
58%
27%
1%
FIGURE 6
How valuable do you consider earnings calls with regard developing and/or confirming your investment thesis on a company?
17. 15
When it comes to detailing the role that
the newswires and other media have
in informing investors, there are two
publications that dominate reading lists
worldwide and one global newswire
service that is the go-to source for
information.
√ Perhaps unsurprisingly, investors
and the sell-side read the Wall Street
Journal (WSJ) and the Financial Times
(FT). The WSJ is most widely read in
the U.S. and Asia, the FT in Europe.
Almost half of our sample reads these
titles both in print and online. The
other half is split between their use of
the print and online editions, with age
being a clear differentiator.
√ Bloomberg is the clear global leader as
an electronic news source, with more
than three times the mentions of any
other outlet (40% of global investor
sample).
Activist or engaged investor?
Activist investors have become high-profile
capital market participants in
recent years, and this survey has drilled
down into institutional investor views
around the benefits and costs that they
see in activism.
The results of this section show that
a significant majority of the investors
surveyed (77%) expect to see overall
levels of activism increasing in the next
three years and there is a clear view that
activism will no longer be confined to
the U.S.
Although half of the investors surveyed
felt that activism was currently mostly
a U.S. trend (only in the UK, which
has seen a considerable number of
activist approaches, was there clear
disagreement with this statement),
three in four (76%) feel that activism
will become more prevalent worldwide.
Interestingly, U.S. investors, who are
more accustomed to activist activities, are
among those most convinced of the trend
towards globalisation.
Investors also believe that a high
investor profile is not a pre-requisite for
a successful activist approach. Although
just over one-third of investors agree
that “only the most well-known activists
are consistently successful at achieving
their goals,” almost half of the sample
disagree. Interestingly, Asian investors
are the only group where half believe that
profile supports success.
77%
of investors
surveyed expect to see activism
increase in the next three years
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
18. Where do the benefits of activism lie?
10%
U.S. Europe Asia
6%
MSLGROUP’s Global Institutional Investor Insight Report, December 2014
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One of the more striking findings from
the research is in terms of how investors
evaluate the benefits of activism. In
summary, they are more likely to view the
benefits as short, rather than long-term.
Also a significant majority believe that
any short-term gains might actually come
at the expense of longer-term value
creation.
There is a strongly held view among
investors (72%) that activism can create
short-term value. Opinion is less clear-cut
on long-term value creation. Globally,
the percentage saying activism creates
long-term value falls to 64%. More
interesting is the trade-off between short
and longer-term benefits. Four investors
in five (81%) believe that short-term
gains achieved by activists can come at
the expense of long-term value creation.
There is very clear agreement with this
statement in all of the countries surveyed,
with the strongest agreement of all being
seen in the country that actually has the
most experience of activism, the U.S.
(85% agree). These survey results are
contextualized in our essay on the “Basics
of Activism.”
Exactly half of the investor sample
believes that many of the world’s
largest companies would benefit from
the attention of an activist investor, a
viewpoint that is held consistently across
markets.
Strongly agree Somewhat agree Somewhat disagree Strongly disagree Neither agree/disagree
42%
6%
3%
43%
40%
6% 4%
40%
41%
15%
9%
9%
26%
FIGURE 7
To what extent do you agree that short-term gains achieved by activists can come at the expense of longer-term value creation?
19. 17
When it comes to deflecting the
attention of an activist, investors see both
management and investor relations as the
first line of defence. Some 80% of those
surveyed felt that the board of directors
could make a real difference and 75% felt
the same way about investor relations.
Interestingly, while this balance was
consistent between the U.S. and Europe,
investors in Asia felt that more could be
achieved by the investor relations team.
One thing is for sure: Institutional
investors around the world expect
activists to continue to develop their
toolbox in the coming years with a
common belief (70%) that use of social
media by activists will only increase as
a way of mobilising collective action;
presenting yet another challenge for
potential targets.
FIGURE 8
To what extent do you agree with the following statements ?
Short-term gains achieved by activists can come at the 81% 15% 4%
A board of directors that is engaged with 80% 13% 7%
77% 14% 9%
Activism will become more of a global 76% 15% 9%
phenomenon over the next three years
A strong, engaged investor relations function 75% 18% 7%
72% 23% 5%
Activism can create short-term value
Use of social media by activists will become an 70% 18% 12%
64% 30% 6%
52% 37% 11%
Activism can create long-term value
Many of the world's largest companies would benefit 50% 41% 9%
from more activist shareholder attention
Only the most well-known activists are 37% 48% 15%
50% 100%
expense of longer-term value creation
shareholders is the best defence against activism
Overall activism levels will rise over the next three years
can be an effective tool against activism
increasingly effective tactic over the next three years
Activism is mostly a U.S. trend
consistently successful at achieving their goals
Agree Disagree Neither or Don't know
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
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A letter from the U.S.:
the basics of activism
[Preface: The purpose of this commentary
is to provide a concise, high-level overview of
shareholder activism that includes a summary
of the current landscape, key findings from
the investor survey and a primer on the
importance of shareholder communications.
This document is not intended to serve as legal
advice, which should be obtained from counsel.]
Shareholder activists tend to target companies
that are perceived to be underperforming,
to be sitting on too much cash, to have ill-fitting
strategies and/or to have ineffectual
management teams. Many of these “extra-financial”
factors, which are outlined elsewhere
in our analysis, have also become elements of
the decision-making processes of institutional
investors more broadly.
In the U.S., and increasingly in parts of
Europe, investor activism continues to create
pressure and drive change at companies.
Over the past decade, publicly disclosed
long positions controlled by activists have
grown by more than $150 billion to $176.1
billion as of the end of June 2014, according
to Novus, a research firm that provides data
to investment managers and investors.
There has also been a recent shift in the
types of companies that activists are willing
to target. Whereas activists once tended to
focus their efforts on small, underperforming
companies, today many activists have
turned their attention to some of the most
well-known and respected brand names in
Corporate America. Indeed, so far in 2014,
activists have launched more campaigns at
S&P 500 member companies than in any
year prior, according to SharkWatch data, and
prominent large-cap U.S. companies such as
Amgen Inc., Apple Inc., and eBay Inc., among
others, became targets.
Given the volume and decibel level of these
campaigns, even a passive filing with the
U.S. Securities & Exchange Commission
by a well-known activist, with no other
public commentary, will often be sufficient
to generate media interest and market
activity. Furthermore, the regulatory
filings of activists and the ensuing media
coverage also stimulate interest from other
institutions, which can create a snowball
effect of pressure on corporations.
The leading activists fully understand
the importance of the public relations
component of their campaigns and, like
many U.S. corporations, they have begun
to assemble their own teams of advisors
including investments banks, law firms,
proxy solicitors and public relations
counsellors to assist in their efforts.
Likewise, it is important for corporations
that are under attack from an activist (or
those that are vulnerable to an attack)
to engage the appropriate advisory
team to assist them with the necessary
preparatory and inoculation activities.
Activism: Accelerating pace and
global focus
MSLGROUP’s first global survey of
institutional investors shows that those
investors expect the pace of activism to
grow over the coming three years (77% of
those surveyed). And while activism has
predominantly been a U.S. phenomenon,
with some forays in Western Europe,
roughly 75% of those surveyed believe
activism will become more global in nature.
In the UK, the high-profile shareholder
activism of 2012—known locally as the
Shareholder Spring—centred primarily
on pay and performance issues, exposing
executive weaknesses with highly targeted
and coordinated action. This new level of
engagement by institutional investors in
the UK resulted in the departure of several
high-profile CEOs.
Corporations outside of the U.S. and
the UK would be well-served to heed
the lessons from the activist campaigns
launched in these two markets over
recent years. This includes understanding
the important role that the proxy advisory
firms such as ISS, Glass Lewis and others
continue to play in providing third-party
governance research to institutional
investors far beyond the borders of the
U.S. and UK.
Influential activists
Activist fund managers such as Elliott
Management Corporation; Greenlight
Capital, Inc.; Icahn Associates Corp.;
Jana Partners LLC; Pershing Square
Capital Management LP; Sandell Asset
Management Corp.; The Children’s
Investment Fund Management (UK) LLP;
Third Point LLC; Trian Fund Management,
LP; and ValueAct Capital Management
LP, are included in a group of the 50
most prominent activists monitored by
SharkWatch, and clearly they command
significant media attention.
According to MSLGROUP’s proprietary
research, however, almost 50% of
investors surveyed believe that being well-known
is not a prerequisite for a successful
activist campaign. While interesting, it may
very well be that a bifurcation develops
where lesser-known activists focus more
on obscure, smaller companies while
by Tom Davies
Senior Vice President, Kekst and
Company
21. 19
the major activists continue to shift their
attention toward mega-cap companies—
where a greater critical mass among
investors is many times needed to achieve
an activist’s goals.
The benefits of activism: Short vs.
long term
The question remains: Do activist
shareholders contribute to value
creation? The evidence is mixed.
MSLGROUP’s research shows that
investors believe activists are more adept
at creating short-term value (72%) rather
than long-term value (64%). And 81% of
the global institutional investor sample
(85% in the U.S.) maintain that short-term
gains achieved by activists may actually
come at the expense of long-term
shareholder value.
Nevertheless, the general attitude
reflected in the survey does not
necessarily signal how investors will
act in any given situation. When faced
with an activist campaign, shareholders
will evaluate a proposal based on its
merits and the company’s prospects and
plans. All things being equal, however,
it is reasonable to expect that many
shareholders will favour a short-term
opportunity over the potential for an
undetermined reward further down the
road.
Avoiding communications missteps
There is no single, universally effective
response to activist investors. Every
company is unique, with its own executive
management team, board of directors
and business performance, challenges
and opportunities; and activist investors
themselves come in many varieties.
Ultimately, a tailored communications
approach should be developed for each
situation.
That said, there are a number of
communication missteps that contribute
to suboptimal outcomes in activist
campaigns for corporations:
√ Failure to articulate how value will be
generated
√ Reinforcement of perceptions that
the board of directors or executive
management team is entrenched
√ Divergent voices speaking for the
Company, potentially creating a
perception of divisions between
management and board of directors
and/or among members of the board
√ Personal attacks against an activist
investor or appearing combative in the
public arena about the situation
√ Assumption that the validity of your
position will be heard and understood
√ Pursuit of actions that are inconsistent
with a company’s strategic plan and
those that appear designed to simply
placate a particular activist
Engagement and preparation is
necessary
In today’s environment of heightened
institutional activism, corporations must
be actively engaged in a dialogue with
their investors and, in many situations,
this involves undertaking a board-level
assessment of potential vulnerabilities
before an activist appears. When an
activist does in fact emerge, the board
and management team should: (1) be
united, (2) examine their corporate
strategy and performance through the
activist’s lens, (3) continually educate
shareholders on the corporate strategy
and how it will deliver the value
shareholders expect, (4) communicate
personally—shareholders need to
know that management and the board
of directors are listening and that
they understand there are no “sacred
cows” at the company and (5) cultivate
relationships with key reporters and
educate them on the merits of your
position.
There is also a core set of
communications principles that are
relevant for most corporations dealing
with an activist situation:
√ Demonstrate that the board of directors
and executive management are
committed to the best interests of all
stockholders
√ Ensure consistent messaging that is
focused and fact based
√ Candour can enhance credibility; where
appropriate, acknowledge performance
challenges
√ Communicate openness to constructive
ideas and input from all shareholders
(this does not mean accepting every
idea)
√ Anticipate activist tactics and prepare
potential responses
√ Reach out to largest investors, sell-side
analysts, media, employees and
customers to ensure understanding of
Company strategy and key messages
As the responses of the survey group
and the views of a range of experts
make clear, public company directors
and executives need to be mindful in
all of their key business decisions of the
potential for shareholder activism. And,
at the same time, they need to consider
how best to communicate effectively
with key constituents to ensure ongoing
understanding and support. A tailored
communications approach that adheres
to these aforementioned principles
represents a good starting point for many
companies in this highly fluid activist
environment.
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
22. SECTION III
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20
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The changing nature of
investor behaviour
23. 21
For investor relations professionals and executives alike, an
understanding of time horizons and their company’s place in
an investor’s portfolio are important in evaluating the level of
engagement to expect.
While the benefits of portfolio
diversification are generally accepted,
opinion on whether a correlation can be
found between portfolio concentration
and performance remains divided. But,
for investor relations professionals and
executives alike, an understanding of
time horizons and their company’s place
in an investor’s portfolio are important
in evaluating the level of engagement to
expect.
The portfolios of the investors surveyed
ranged in size from 20 to hundreds of
stocks. Some 16% of those participating
in the survey represented the sell-side
and here, as would be expected, there
was less divergence in the number of
stocks covered.
To identify and assess trends in global
portfolio management, we have looked at
four key elements:
√ Regional patterns of portfolio structure
√ Trends in trading behaviour post the
financial crisis
√ Expectations of trends in portfolio
structure over the next three years
√ Investment performance vs local
benchmarks
On average, our investor sample each
managed a portfolio of slightly over 100
stocks. Portfolios in the U.S. were, on
average, about this size, with the greatest
differential between Europe (where the
average was around 140) and Asia (around
50). Across the board, the sell-side
respondents on average currently covered
around 56 individual companies.
18%
42%
30%
10%
FIGURE 9
What approximate percentage of your total portfolio have you held for more than one year?
14%
26%
33%
27%
U.S. Europe
Asia
Less than 25 25-50 51-75 More than 75
2%
10%
25%
63%
2x
European investors appear to be
typically holding twice the number
of stock than their U.S. or Asian
counterparts
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
24. 43%
31%
12%
14%
MSLGROUP’s Global Institutional Investor Insight Report, December 2014
22
4. Investors surveyed tend to benchmark
their performance against different
indices, i.e., S&P in the U.S., MSCI
and Dow Jones in Europe, Hang Seng
and other local benchmarks in Asia.
Interestingly, given the relative stability
in their portfolios, more U.S. investors
acknowledged they had not beaten their
own benchmark during 2013 than did any
of the other regions. Having said that,
respondents in the other two regions
were twice as likely to say that they “didn’t
know” how their portfolio had performed
or just chose not to provide a response.
Looking forward to the next three years,
we can expect to see an increase in the
average number of stocks owned by
institutional investors. Around half say
that they expect their portfolio to have
a similar construction in terms of the
number of equities held, however, more
than one in three expect to have more
companies represented in their portfolio,
a percentage that is broadly consistent
across all portfolio sizes.
MSLGROUP.COM
Trading and portfolio structure
To give an indication of how actively or
aggressively investors manage their
portfolios, we sought to identify the number
of individual stocks in each portfolio that had
been held for one year, since 2013, and for a
five-year period, since the financial crisis.
In total, some 60% of individual stocks have
remained in an investor’s portfolio for the
past year - in other words, an average of 60
of the 100 stocks in a sample portfolio. To
look at this from the other side, 40 of the 100
shares now being held will not have been
among the fund’s investments a year ago.
There is an even more striking finding
from a portfolio five years ago. On
average only one-third of the stocks held
in 2009 are still held today.
1. Interestingly, portfolio size does not
appear to be closely connected with
portfolio turnover. The 60% figure
is broadly consistent from the most
concentrated to the most diverse portfolio.
2. U.S. portfolio managers surveyed
appear to be more content with the
structure of their portfolios over
the past twelve months than their
counterparts in Europe and particularly
Asia. While, 63% of U.S. investors have
more than three-quarters of the same
stocks today that they had in 2013,
slightly less than a third of European
investors and one in ten of those in Asia
say that they have continued to hold
75% of their portfolios.
3. All regions have seen far greater
portfolio churn over the five-year
period. For the average U.S. portfolio,
some 39% of stocks remain, and
in Europe it is roughly the same
percentage at 36%. Asia offers a
different perspective entirely, perhaps
reflecting its relative newness as an
investment centre, with very few stocks
having been held five years ago (17%
on average).
Less than 25 25-50 51-75 More than 75
31%
40%
22%
7%
U.S. Europe
86%
12%
2%
0%
Asia
FIGURE 10
What approximate percentage of your total portfolio have you held for more than five years?
25. 23
A letter from Asia:
The privilege of rapid growth is not without challenge
It is not hard to see why the 21st century
has been coined the “Asian Century”
as the region continues its upward
march. Concentrated population growth,
increasing educational levels and the
rapid advance of urbanisation are all
driving GDP expansion. According
to the World Bank, Asia is the engine
driving global economic growth—far
more than any other region in the
world—contributing upwards of 40% of
the growth1 worldwide. This in turn is
creating a growing pool of home-grown
institutional and highly affluent retail
investors.
In 2014, Asia is expected to surpass
North America as home to the greatest
number of people with investable assets
valued at over $1 million, according to
a report by Capgemini and RBC Wealth
Management2. The combined wealth
of Asia-Pacific’s millionaires currently
stands at about $14.2 trillion.
Alongside that, as of October 2014,
equity market capitalization across Asia
totals more than $20 trillion—more than
Europe, Middle-East and Africa (EMEA)
combined (nearly $13 trillion); although
less than the Americas, which is more
than $30 trillion. In 2012, the region saw
$198 billion in new capital raised by initial
public offerings in Asia, compared to $102
billion across EMEA combined and $234
billion in the Americas.3
by Glenn Osaki
President, Asia, MSLGROUP
While this may look like bonanza territory
for corporate boards eyeing Asia’s stock
markets for growth funding, the reality is
that accessing this capital and retaining
investors over the long term may not be
as easy as it has been in the past.
Companies seeking to tap into Asian
capital markets can no longer rely on
being able to simply ride the coattails of
economic growth. Today, there is strong
competition for investor funds, with
24,200 companies now listed on Asia’s
stock markets - nearly the same as the
rest of the world combined - with 10,292
in the Americas and 9,723 in EMEA
(as of October 2014)4, all competing
for the attention of institutional and
retail investors who are much more
sophisticated and discerning than in the
past.
What’s more, MSLGROUP’s survey
indicates that institutional investors
in Asia have higher portfolio churn
than other regions, with 60% of those
interviewed holding less than half of their
portfolio for more than a year. These
results suggest that these investors
appear to have a shorter-term horizon
and if they are unhappy with a company’s
performance they may be more open to
liquidating an investment.
Investors in Asia are more
demanding and have a greater
choice of investments than
ever before.
1 World Bank East Asia and Pacific Economic Update, October 2013, World Bank
2 World Wealth Report 2014 from Capgemini and RBC Wealth Management
3 IMF: Asia’s Stock Markets: Are There Crouching Tigers and Hidden Dragons? By Fabian Lipinsky
and Li Lian Ong, February 2014
4 World Federation of Exchanges members, October 2014 Monthly Report
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Taken together, these results, i.e., the
high portfolio turnover rates observed
and the fact that investors in Asia have a
far greater choice of investments today,
suggest that investors in the region can
be more selective where and for how long
they allocate their investor capital.
While the majority of respondents in
all geographies were in agreement that
investor communications have improved
over the last five years, respondents
to MSLGROUP’s study in Asia were
less convinced, with investors in China
far more likely to believe that investor
communication has worsened.
The survey results suggest that there
are a number of areas that have become
more important to investors in Asia in
terms of influencing their investment
decision-making process. Among these
is a clearly articulated equity story.
Companies must be able to do a good job
of telling their equity story—no surprise.
Perhaps more interesting, however, is the
importance investors in Asia appear to
place in media, whether that be traditional
or digital. The vast majority, 86% of the
institutional investors surveyed in Asia,
consider a strong media image to be an
important non-financial factor in driving
a company’s valuation. Companies that
take the time to extend their awareness
through an appropriate media relations
strategy have the opportunity to benefit
from a greater share of mind among
investors.
Beyond the equity story, there also
appears to be a clear appetite for
companies that take their environmental,
social and governance (ESG) behaviour
seriously. The results of our survey
indicate that investors in Asia are also
looking for more sustainable growth,
suggesting that those companies
that embrace ESG and incorporate a
sustainable approach into the fabric of
their businesses will have the chance to
benefit from access to a broader group
of investors. Taking the time to clearly
report ESG performance is likely to
grow in importance as we start to see
increasing regulatory requirements
such as those the Hong Kong Stock
Exchange is looking to bring into effect
in 2015. The proposed regulations will
require companies to either report on a
set of core criteria in terms of their ESG
commitments, or if the decision is taken
not to report, management will have
to provide an explanation as to why the
company is not reporting.
The opportunity of a burgeoning pool of
funds available for investment does not
come without challenge. In such fast-paced
markets, there will of course be a
tension between short-term performance
and long-term growth. It is imperative
that corporate executives meet the
needs of Asian investors when it comes
to communicating both in form and
content, if they are to achieve a balanced
shareholder base that includes investors
from the region, and, most importantly, a
fair market valuation.
27. 25
Methodology
This survey was conducted by Clarus, an
MSLGROUP agency. Between August
and September 2014, 500 institutional
investors and financial analysts were
interviewed by telephone. The countries
covered were the U.S., Canada, UK,
France, Switzerland, Luxembourg,
Singapore, China, Hong Kong, Australia,
and Japan. The sample was randomly
drawn from a database of active buy-side
investors and sell-side analysts. Interviews
were conducted in each country’s native
language or English, depending on the
respondent’s preference.
The breakdown of the survey by
region was as follows:
500 interviews worldwide, including:
√ 175 in Europe (France, UK, Germany,
Switzerland, Luxembourg)
√ 175 interviews in North America (U.S.
and Canada)
√ 150 interviews in Asia (Singapore, Hong
Kong, Australia, Japan)
MSLGROUP’s Global Institutional Investor Insight Report, December 2014 MSLGROUP.COM
28. MSLGROUP.COM
If you would like to find out more about how MSLGROUP’s
global Financial practice and its experts can help you,
please contact one of the team below:
MSLGROUP’s Global Institutional Investor Insight Report, December 2014
26
MSLGROUP.COM
In London:
Roland.Klein@cnc-communications.com
In New York:
Tom-Davies@kekst.com
In Paris:
Jerome.Goaer@consultants.publicis.fr
In Shanghai:
Glenn.Osaki@mslgroup.com
In Stockholm:
Peter.Benson@jklgroup.com
In Tokyo:
Jochen.Legewie@cnc-communications.com
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