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Andreas Posavac, founding member and managing partner of Embera Partners, discusses how activism is evolving across Germany, Austria and Switzerland, and how AI, geopolitics and local regulation are likely to impact future campaigns. How has shareholder activism and M&A-related activism evolved in the market over recent years? Active ownership has become a structurally embedded feature of European capital markets, with M&A-driven engagement now operating across the full market-cap spectrum. What we observe is not simply a rise in standalone activist campaigns, but a convergence of activist and M&A dynamics that is reshaping how transactions are originated, contested, and concluded. Interestingly, small- and mid-cap issuers are increasingly within scope, with a dedicated regional shareholder activist base having been established in Europe. Many companies are materially less prepared for this level of engagement than their large-cap counterparts. Several of the campaigns include pure-play activists, others feature long-only support and even strategic owners have been witnessed recently to become more active. Delivery Hero is one recent example in Germany, having been in the spotlight ever since Sachem Head’s entry in 2025 up to the most recent events around Prosus and Uber. Commerzbank and UniCredit is another. In Switzerland, we saw insurance giants Baloise Holding and Helvetia move ahead with plans to combine amid pressure from Swedish activist Cevian Capital. In Austria, recent campaigns have emerged around Addiko Bank and at Semperit, where a core investor is starting to become a little bit more active. What impact do you think AI is having on activism in the European context? We've seen this impact over recent months with the rebalancing in the markets simply because giants such as OpenAI, Gemini or Anthropic released a couple of new versions of their models and it wiped out billions in some of those corporate issuers across Europe that are in the industry. I would expect that the overall AI hype will open up activism and active ownership campaigns, which will later translate into M&A activity, in fact – we already see it happening. AI and how it's used from a strategy perspective and an investment integration research perspective from the investment fund side is very interesting also. The entire research process and data aggregation prep work that any fund carries out, whether they are quantitative, long or also an activist fund, has completely changed over the last 18 months because there are other tools available. Data becomes more of a commodity, along with research power. To what extent has geopolitical tension impacted M&A activism in Europe? There will always be geopolitical and regulatory risks embedded in M&A, but in our opinion the most recent dynamics are risk-additive. The JD.com voluntary public takeover offer for Ceconomy AG, for example, illustrates this dynamic in sharp relief. The deal has not been blocked, but its regulatory outcome remains open. These types of risks and their influence on corporates in a dealscenario are huge. As we have seen recently, they can disrupt an industry's entire supply chain. For example, in Germany, based on recently implemented regulations, boards are legally obligated to continuously monitor for developments and risks that could jeopardize the continued existence of the company, including geopolitical risks. Establishing structured early warning systems is a legal requirement, as are appropriate countermeasures which the board needs to take, unless they want to become personally liable. These are areas that we believe could also be exploited by active owners in the future. In Switzerland, Swatch saw an activist return in a campaign centered on improving governance. How is activism generally received in the market? It's a revealing case and reminded me a bit of Exxon, until the very end. GreenWood Investors, with just a 0.5% stake, sought the “bearer shareholder representative” board seat, which is a specific mechanism under Swiss corporate law. For us, the case illustrates how an activist can generate meaningful institutional and proxy advisor support yet still be decisively defeated when a controlling shareholder family holds concentrated voting power. It shows the importance of and the appetite for improvements more generally around shareholder rights, corporate governance and independence in the market. While we believe that structural features like dual-class share structures, anchor cooperative shareholders, and bearer share voting mechanics do not deter activist interest, they do substantially raise the cost and complexity of mounting a successful public campaign, which is why engagement in Switzerland tends to remain private. If you have a structure like we saw in Swatch, a company has a large degree of protection. But many others do not have the same protection. Generally, Switzerland is a huge market for shareholder activism with high activity levels, but not many campaigns go public and focus instead on private engagement. On the other hand, Switzerland is one of the markets where ESG and sustainability are still held in high regard. In markets such as the U.S., activism tends to be more aggressive. Has this influenced activist behavior and tactics in Europe where behind-the-scenes engagement tends to be the norm? The regulatory framework and fundamental differences in corporate governance architecture set activism in Europe apart from the U.S. Germany operates a two-tier board model with mandatory co-determination; Switzerland uses a unitary Verwaltungsrat; Austria has a two-tier structure but with meaningfully different co-determination rules. Each jurisdiction adds its own disclosure thresholds, stake-building constraints, and AGM mechanics. The U.S. is just one market, while Europe is a mix of different markets, all with local regulations. A lot of the time, investors are completely surprised by some of the special regulations in the DACH. It takes a lot more work and is a lot more complex. Hence, we see the rise of more regional players. Culture also plays a huge role especially when you need to convince and activate the rest of the market ecosystem, including domestic owners or retail. It's tough. Overall, I think activism will increase. We already see some U.S. funds, who haven't been active in Europe previously, exploring the market. One example is Sachem Head at Delivery Hero. We even have seen some APAC activists behind the scenes which we haven’t come across commonly before.
