Disney shareholder Nelson Peltz isn’t backing off after all.
The 81-year-old activist investor, who tried and failed to bag a sit on Disney’s board at the start of this year, came back in October with a vengeance—and four times the stake his Trian Fund Management had in February—to demand a seat at the table.
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Yesterday (Nov. 30), Disney extended an offer to Trian to meet with the board but said it was turning down Trian’s most recent request for board representation, Trian said in a statement.
James Gorman, Morgan Stanley’s CEO, and former Sky chief Sir Jeremy Darroch were appointed to Disney’s board yesterday. Trian called this “an improvement from the status quo” but does not believe the move will “restore investor confidence or address the root cause behind the significant value destruction and missteps that this Board has overseen.”
Now Trian says it’s planning to take its “case for change” directly to fellow shareholders.
“Investor confidence is low, key strategic questions loom, and even Disney’s CEO is acknowledging that the company’s challenges are greater than previously believed,” Trian wrote.
Disney, in response, said it has “one of the strongest balance sheets in the media sector” and “expects free cash flow to approach pre-COVID levels in fiscal 2024.”
Disney and Trian, by the digits
$3 billion: Stock Trian owns in The Walt Disney Company
$70 billion: Value that Trian says shareholders lost “since we gave Disney the opportunity to prove it could ‘right the ship’ last February, up to our re-engagement weeks ago”
“At least three”: Seats Peltz and Trian are seeking on Disney’s board, according to a report in Reuters
$7.5 billion: Cost savings Disney is on track to achieve—“$2 billion more than our original target,” it said yesterday
$60 billion: Investment Disney is making in theme parks—the bright spot in its earnings results—over the next decade
A one-two punch Disney has to dodge
📺 A tepid TV business. In July,
boomerang Disney CEO Bob Iger says he’s open to the idea of Disney selling struggling linear TV assets, including ABC, and getting a “strategic partner” onboard for ESPN. But at a company townhall two days ago, Iger reversed this comment and said the linear TV assets are not for sale.
👨💻 Struggling streaming. Since its inception in 2019, Disney+ has piled up more than $11 billion in losses. And hope is waning as subscribers slip away. Disney+ lost roughly 11.7 million subscribers worldwide in the three months ended July 1. Disney is dealing with the hits by raising prices for existing subscribers. That strategy could backfire because other streamers, including Netflix and Amazon Prime, also are raising prices, leading many consumers to drop a streamer or two.
Quotable: Disney points to Peltz’ Perlmutter connection
“Mr. Peltz, in partnership with Isaac Perlmutter, a former Disney executive, intends to take its case to shareholders. Mr. Perlmutter owns 78% of the shares that Mr. Peltz claims beneficial ownership of, or more than 25 million of the 33 million shares. This dynamic is relevant to assessing Mr. Peltz and any other nominees he may put forth as directors, as Mr. Perlmutter was terminated from his employment by Disney earlier this year and has voiced his longstanding personal agenda against Disney’s CEO, Robert A. Iger, which may be different than that of all other shareholders.”
—Disney’s Nov. 30 statement in response to Trian’s proxy fight about Peltz’s connection to Isaac Perlmutter—ex-chairman of Disney’s Marvel Entertainment who had vied for Peltz to be added to the board at least 20 times since July 2022, but to no avail.
Person of interest: Hugh Johnston
On Nov. 6, Disney hired former Pepsi finance chief Hugh Johnston as its chief financial officer. At the food and beverage giant, Johnston, alongside then-CEO Indra Nooyi, successfully thwarted Peltz’s two-year attempt to split up the conglomerate between 2014 and 2016.
At the end, Trian sold its nearly $2 billion stake in Pepsi. The two sides called a truce after finding a “neutral” nominee to the board—former Heinz CEO Bill Johnson, an adviser to Peltz’s Trian Partners—and agreeing to disagree on breaking up Pepsi.
A brief timeline of Nelson Peltz’s tug-of-war with Disney
Jan. 11: Peltz mounts a proxy fight to join the entertainment giant’s board with his “restore the magic” campaign
Jan. 17: Disney opposes his election, saying “Peltz does not understand Disney’s business and lacks the skills and experience to assist the board,” in all caps in an investor presentation filed with the Securities and Exchanges Commission (SEC)
Feb. 9: Peltz drops the proxy fight after Disney announces more than 7,000 layoffs and a new restructing plan to cut costs and save streaming
Oct. 8: Peltz comes back to ask for a seat on the board.
Nov. 30: Peltz mounts a proxy fight yet again after Disney denies Trian’s nominees board positions.
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