Walt Disney Company calls for shareholder support in upcoming board election

Feb 01, 2024 in "The Walt Disney Company"

Posted: Thursday February 1, 2024 5:37pm Et by WDWMAGIC Staff

The Walt Disney Company has urged its shareholders to vote for its 12 board nominees at the upcoming Annual Meeting on April 3, 2024, and to ignore the nominees from the Trian Group and Blackwells.

In a letter to shareholders sent today, Disney emphasized its strategy, focusing on brand assets, cost reduction, and dividend reinstatement while enhancing streaming services, film studios, ESPN, and Disney's Experiences business.

Referring to the non-Disney nominees, the company said, "Your Board does not endorse either of the Trian Group's nominees (Nelson Peltz and Jay Rasulo) or any of Blackwells' nominees (Craig Hatkoff, Jessica Schell and Leah Solivan). We believe that the election of any of these individuals would impede leadership's ongoing execution of Disney's strategic realignment and the Board's efforts to create value for shareholders."

The letter then goes on to say that Mr. Peltz brings no media experience and has presented no strategic ideas for Disney, while Mr. Rasulo's perspective is stale, given he left Disney in 2015 and has not held any executive positions in the industry since.

The Trian Group, which owns more than $3 billion of shares of The Walt Disney Company, is urging Disney shareholders to withhold votes for board members, Mr. Froman and Ms. Lagomasino. They argue that Froman's experience outside of Disney, mainly in government and finance, is largely irrelevant to the company's business, and he possesses only one skill central to Disney's strategy. Similarly, they contend that Lagomasino's background in wealth management is unrelated to Disney's core business. Trian also criticizes Lagomasino for misaligned compensation practices, including a significant package for Mr. Iger and a 2023 compensation program they believe does not align with Disney's performance. Furthermore, both nominees are part of the Governance and Nominating Committee, which Trian accuses of poor corporate governance and succession issues.

You can read the full letter to Disney shareholders here.

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Sirwalterraleigh1 day ago

…we got “magical” double digits again…and Wall Street is booming ($3 trillion apple)… Thank god Bob “saved” the board and our magic again…ama right??

Sirwalterraleigh2 days ago

Actually it’s only been 2 months…we are well positioned to be below the Chappie line by 3 😎

Sirwalterraleigh2 days ago

Down 22% since Nelly pumped it and made off with a $1,000,000,000 for he and Ike… So who “won” again?

monothingie2 days ago

It's been a glorious 3 2 months since the annual shareholders meeting, and thanks to Bob's stoic leadership, the stock is only down around 20% having just dipped bellow $100 a share.

Sirwalterraleigh17 days ago

The great thing about rich people is even when they “lose”…they win https://variety.com/2024/biz/news/nelson-peltz-sells-all-disney-stock-proxy-fight-1236019099/amp/

MR.DisMay 07, 2024

And remember, it is not valued as of today but as of the date they made the agreement. It already appears for all the smoke that Hastings was blowing, the value is not going to that much higher -- whatever value is decided Comcast gets one third minus of course whatever they already were paid. So on the high end it could be 3B, Hastings was making noises back in a day they could be getting 10+ billion more. Looks like he was drawing to an inside straight and we gamblers all know what happens in that case LOL.

MisterPenguinMay 06, 2024

The difference between the two valuations is about $12B. So, even using the highest valuation, Disney would be on the hook for paying Comcast another $3B. It could also mean nothing more if the third valuation was at the minimum.

ToTBellHopMay 06, 2024

I’d be happy to independently value it for them and I only cost $50.

DCBakerMay 06, 2024

Reuters reports Disney and Comcast are now in talks to hire an investment bank that will independently value Hulu. NEW YORK, May 6 (Reuters) - Walt Disney (DIS.N),and Comcast (CMCSA.O), are seeking to hire a financial adviser to resolve a dispute over how to value the 33% stake in streaming platform Hulu that the former will acquire from the latter, according to people familiar with the matter. The move is in accordance with a deal the companies struck for Hulu last year. It is an action their contract foresees if JPMorgan Chase (JPM.N), which provided a fairness opinion on Hulu for Disney, and Morgan Stanley, which provided such an opinion for Comcast, are too far apart in their valuation assessments. JPMorgan has valued Hulu for Disney at close to $27.5 billion, which is the floor valuation for Hulu that the companies had set as part of their 2019 "put-call" agreement, one of the sources said. Morgan Stanley valued Hulu for Comcast at more than $40 billion, another source said. Disney and Comcast are now in talks to hire an investment bank that will independently value Hulu, the sources said, requesting anonymity because the matter is confidential. Hulu, which boasts popular original titles such as "Shogun", "The Bear", "Prey", and "Only Murders in the Building", had 49.7 million subscribers at the end of Dec 2023, representing a growth of 2% from the September quarter. In remarks at a Goldman Sachs conference last year, Comcast CEO Brian Roberts called Hulu a "scarce kingmaker asset" that is "way more valuable today" than when the deal was initially struck. Disney has already completed the addition of Hulu to its Disney+ streaming service, which is home to titles such as "Moana" and "Frozen." In regulatory filings last year, Disney and Comcast had outlined that if the valuation reached by their two banks were within 10% of each other, a deal will be consummated at a valuation that is the average of the two appraisals. Since the two appraisals are more than 10% apart, Comcast and Disney are jointly in talks to pick a third bank to do an independent appraisal, the sources said. As per the terms of the agreement, if the third appraisal is closest to the valuation of that produced by Disney's bank, the average of those two valuations will be the value at which the deal gets done. Similarly, if the third appraisal is closest to the valuation of that produced by Comcast's bank, the average of those two valuations is the value at which the deal gets done. If the average of the third appraisal is below $27.5 billion, the final valuation will be $27.5 billion. In 2019, Disney and Comcast signed an agreement for Hulu with an option strike date of January 2024, after Disney's $71 billion takeover of Fox's assets, including its minority stake in Hulu. The deal gave Disney majority control over Hulu as it already owned a 33% stake in the streaming service. Comcast retained its stake in Hulu at the time believing that its value would increase significantly by 2024. In November last year, Disney agreed to take full control of Hulu and pay Comcast at least $8.6 billion for the remaining 33% stake, after Comcast triggered the deal as part of the 2019 agreement. https://www.reuters.com/business/media-telecom/disney-comcast-seek-advisor-resolve-hulu-valuation-sources-say-2024-05-06/

SirwalterraleighApr 19, 2024

I’ve got a boot ready for the kick

JoeCamelApr 19, 2024

They wanted to throw Bob out the window? ;) :cool::hilarious:

SirwalterraleighApr 19, 2024

What are you two enlightened Renaissance men carrying on about?