Marks & Spencer - Defence

Over the May Bank Holiday weekend 2004, facing the prospect of an unwelcome bid from then Philip, now Sir Philip Green, the Board of Marks and Spencer decided to appoint Stuart Rose as Chief Executive, replacing Roger Holmes. They also accelerated the departure of Luc Vandervelde as Chairman, to be replaced by Paul Myners. What followed was the most intense, bitter and public bid battle to have been witnessed in London in recent years.

As part of his appointment Stuart brought a number of close colleagues and advisors with whom he had worked extensively before. There were two executive directors, Charles Wilson and Steve Sharp, a team of investment bankers from Citigroup led by Robert Swannell, and a team from Tulchan led by Andrew Grant.

The story of the bid battle has been exhaustively documented but there has been less focus on the major changes in the way that the media covered this story and how our tactics had to change to take account of it.

The first thing to remember was there was no actual bid - just three proposals to bid, all rejected on the same day they were proposed - yet the coverage was day in and day out for nearly three months. Every detail became news.

The increasing focus on celebrity that has driven our media exploded onto the business pages throughout this bid battle. It became a battle of two men's reputations - Philip Green, the swashbuckling entrepreneur and self styled best retailer on the high street; against Stuart Rose, a man who had a long track record in retail and had turned around several businesses before, but whose sense of style was in danger of overshadowing his talent. The Green camp knew that only Stuart stood between them and their prize and the billions they would have made. It was no surprise, therefore, that this became a bitter personal battle. Our stance was always to defend the integrity and record of Stuart Rose, confident that in the end this would be understood and appreciated by the media and the market.

This was the first bid battle to have been carried extensively on the airwaves of national television. Hardly a day passed without us spending the morning briefing camera and broadcast crews in the cafe opposite the entrance to M&S' head office in Baker Street. And our first piece of advice was to bring forward the announcement of Stuart Rose's appointment to the evening of the Bank Holiday Monday, enabling us to dominate the early evening news bulletins without a response from Philip Green. We also urged direct communication to the staff, customers and private shareholders in M&S

The bid also saw the rise of an new type of investor and the resurgence in importance of a previously somewhat neglected group. The largest shareholder in M&S was the value investor Brandes - an organisation not given to much public comment - but whose intentions were endlessly speculated upon by the market and media. Its decision to back the Green camp at 400p and the emergence of a powerful block of hedge fund investors looked at one stage to give Green the advantage. But it was the barnstorming performance of Paul Myners at the AGM, coming hard on the heels of a compelling presentation to the City by Stuart Rose that demonstrated that growing support in the City was combined with the solid support of the private shareholders. This gave the Board the confidence to reject the Green approach - and that evening after the AGM, Green pulled out.

It was the end of the bid battle but not the end of the war. Rose and his team now had to deliver on their recovery programme. At the start of 2007, with the share price above £7 and another strong Christmas trading update, Rose announced that the "first phase of the recovery is now complete."

Running M&S is akin to running a political party - endlessly in the news and constantly being drawn into a range of specific retail and social issues. Our role has been to work with the senior management and communication team at the company to assist and advise upon the major issues as they arise - adding an external view to their own perspectives, and where appropriate supporting them in their communications.