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ibusinesslines.com July 22, 2017


Nelson Peltz And Procter & Gamble: The Biggest Proxy Battle Ever

17 July 2017, 06:14 | Kelvin Horton

Getty Images Trader on the floor of the New York Stock Exchange

Trader on the floor of the New York Stock Exchange

As the largest director-election proxy fight in US history, it's bigger than the battle Peltz waged in 2015 at DuPont Co.

After announcing an ownership stake earlier this year of more than $3 billion, or around 1% of shares outstanding, activist investor Nelson Peltz is now seeking a board seat at Procter & Gamble.

This battle comes during a time activist investor supported by successful campaigns over the years for changes at companies throughout the U.S.as well as overseas, using their huge coffers to seek out larger prey.

P&G's proxy filing, disclosed on Monday, shows that Trian's dialogue with the company goes back to February 16, when Peltz called P&G Chief Executive Officer David Taylor to make the introduction and set up an in-person meeting. After a series of additional meetings, P&G declined the request, prompting Peltz to seek shareholder support at the company's annual meeting in October.

Following that was over five months of talks between Trian senior leaders and P&G regarding the company's direction strategically and what it needed to boost a lagging share price.

"We believe that P&G has an overly complex organizational structure and a slow moving and insular culture", Trian Partners said in a notice to company shareholders.


Avoiding such a fight will hinge for the most part on what other shareholders of P&G think will be best for the consumer products company. "We just can't keep going along the same path", he said.

In what it said was a bid to show it would be a collegiate player, Trian insisted Mr Peltz's first move if he is elected would be to recommend the re-election of the director who lost their seat.

The director battle at Procter & Gamble will be a massive undertaking because of the company's $223 billion market capitalization.

Trian said it is not pushing for P&G to break up, to replace its CEO or directors, cut its pension benefits or reduce marketing and research and development spending.

Trian said that P&G's last cost-cutting program, launched in 2012, failed to impact profit or sales growth.



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