Wise US listing in doubt as advisory firms scrutinise terms – UKTN

Wise’s plans to switch its primary public listing to the US have been thrown into doubt as multiple advisory firms have expressed concern over the terms of the move.

Earlier this week Wise co-founder Taavet Hinrikus – via Skaala Investments OÜ, a company he owns that holds significant shares in Wise – said he was “deeply troubled” that the upcoming shareholder vote to approve the move also included a resolution to extend the company’s dual-class share structure, which was previously set to expire next year.

Proxy advisory firms PIRC, which does support the US listing, has now changed their recommendations, urging shareholders to vote against the proposal altogether because of the inclusion of the dual-class share resolution.

Meanwhile advisories Glass Lewis and ISS have similarly expressed issues with the presentation of the resolutions.

A spokesperson for Skaala Investments OÜ told UKTN that the last minute shift in support from the advisory groups was further evidence of its claim that the resolution was unfairly buried in the US listing proposal.

“The fact that this was not picked up by PIRC, Glass Lewis or ISS earlier, is an indication of how it was hidden,” the spokesperson said.

“As a result, shareholders may already have voted, ignorant of a key governance issue which was so deeply buried in the Scheme Circular that even the governance experts missed it.”

The issue has become a major source of frustration for those involved, most of which are supportive of the main resolution to establish a primary listing in New York.

“These important issues do not have to be bundled together as a single proposal. This is only the case here because Wise has chosen to present an “all-or-nothing” proposition to shareholders,” the spokesperson added.

“As Wise is well aware from our discussions and correspondence with them, if the company really valued shareholder democracy and governance principles, it could have initially proposed – and now must propose – other alternative structures.”

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