The Walt Disney Company didnt mince words in its response to Nelson Peltzs campaign for a board seat, with a blistering attack on the activist investors understanding of the industry.
Peltz does not understand Disneys businesses and lacks the skills and experience to assist the board in delivering shareholder value in a rapidly shifting media ecosystem, the entertainment company wrote in a letter to shareholders on Tuesday.
In a separate filing, Disney also claimed that, despite several meetings with Peltz and his asset management firm Trian Partners, the activist investor did not offer a single strategic idea that would have helped the business, and appeared to be oblivious to changes happening in the media industry.
The entertainment companys board also backed CEO Bob Iger in conversations with Peltz, telling the activist investor that Igers leadership should be afforded time to execute.
Neither Disney nor Trian immediately responded to a request for comment.
Restore the magic
Last week, Trian nominated Peltz as a candidate for Disneys board. Trian said it held a $900 million stake in the entertainment company.
Trian said a Peltz board seat will help restore the magic at the entertainment company. In a statement, the firm said Disneys problems were self-inflicted, including failed succession planning, a flawed streaming strategy and poor judgment on recent M&A efforts including overpaying for the 21st Century Fox assets. (Disney bought the assets of 21st Century Fox for $71.3 million in 2019.)
Disney reported lower-than-expected earnings in its most recent earnings report in early November, including a shocking $1.5 billion loss in streaming services, doubling the loss from the year prior.
Shares in the Walt Disney Company are still down 47.7% from their peak in March 2021, despite prices rebounding slightly from an almost-eight-year low in December.
Peltzs campaign is a major challenge to returning Disney CEO Bob Iger, who replaced his once-successor Bob Chapek in November, following political stumbles and poor earnings by the entertainment company. (Trian claims its not seeking to change Iger as CEO, but did demand a successful CEO succession within two years.)
On Tuesday, Disney revealed that Peltzs campaign is backed by Isaac Perlmutter, the chairman of Marvel Entertainment and one of Disneys largest individual shareholders. Disney acquired the comics company in 2009 for $4 billion. Perlmutter lost creative control at Marvel in 2019, when Disney gave Marvel Studios head Kevin Feige editorial control over the comics divisions movie, television and print offerings.
In its letter, Disney claimed that Peltz and Perlmutter have pushed for the activist investor to get a board seat at least 20 times since last July.
Activist investor
Peltz is also the non-executive chairman of the board at fast food company Wendys, and has, at times, served on the boards of major companies like Heinz, Procter and Gamble, Invesco and Janus Henderson, sometimes after proxy fights similar to the one Peltz just launched at Disney. Even the threat of a Peltz campaign has spurred companies to act: DuPont embarked on a cost-cutting campaign as it fended off a challenge from Peltz.
But not every CEO is wary of Peltz. On Wednesday, Unilever CEO Alan Jope defended Peltz in an interview with Yahoo Finance on Tuesday. Trian took a stake in Unilever in January 2022, and Peltz joined its board later that May.
A big part of our agenda last year was to simplify our organization. That was something he felt needed to happen, Jope said.
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