Disney rips belts in board fight, defends Iker acquisition

Nelson Belts

David A Grogan | CNBC

Disney Nelson belts on Tuesday and tore up his bid for a board seat as the entertainment giant’s proxy fight takes shape with an investor and his activist firm, Trian Fund Management.

Disney said in a securities filing on Tuesday that its board should remain in place to move the company forward. The company supported CEO Bob Iger’s past acquisitions and Peltz lacked an understanding of Disney’s business, lacked the skills to drive shareholder value and presented no strategy.

“Beltz has no track record in big-cap media or technology, and no solutions to the emerging media landscape,” Disney said in an investor presentation released Tuesday.

Thursday, Peltz presented his case on CNBC for a proxy fight with Disney “Noise in the Street” After Trian filed a preliminary proxy statement seeking a seat on the board.

Peltz also raised issues with Disney’s $71 billion acquisition of Fox in 2019 and how shareholder value has plummeted. In 2019, he criticized Disney for poor corporate governance, failed succession planning and Disney’s lack of engagement with Trian in recent months.

A representative for Tryon declined to comment Tuesday.

Tryon said it owns about 9.4 million shares worth about $900 million, which it accumulated months ago.

Disney Forewarned and resisted Trion announced Wednesday that Mark Parker will be its executive chairman Nikewill be the new Chairman of the Board.

In Tuesday’s filing, the company defended several acquisitions closed under now-returned CEO Iger, including Marvel and Lucasfilm, that improved the company’s value to shareholders and were transformative for the company.

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Disney’s portfolio often leads the box office with Marvel films and “Star Wars” installments. Those properties have provided the majority of content for its marquee streaming service, Disney+.

As for its Fox acquisition, Beltz took particular issue in his presentation Thursday, saying that Fox has further expanded its intellectual property portfolio and given the company a talented “deep bench,” including Dana Walton. Considered a contender to be the next leader of the company.

When Iger made a surprise return to the helm of Disney in November — replacing his hand-picked successor, Bob Chabeck, after a dismal earnings report — he said he had only two years left to search for his next successor. Newly appointed board chairman Parker will lead the process to find a new CEO, the company said Wednesday.

Disney noted on Tuesday that, in addition to succession planning, it has In the midst of a cost-cutting program and prioritizing streaming profits.

Disney’s stock has been rocky in 2022 since it emerged in the early days of the pandemic when theaters and theme parks were closed. Streaming also slows subscriber growth Weighed media stocks In the past year.

Peltz said Thursday on CNBC that he is pushing for the board seat to get access to inside numbers and to tell other members when they’re missing opportunities.

Disney on Tuesday disputed some of Peltz’s claims so far in the parties’ conversations.

The company said it offered Peltz an information-sharing agreement, meaning he would have met with management and the board quarterly, rather than a board observer role as Peltz claimed. Otherwise, Disney pointed to several connections between the company and Trian.

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— CNBC’s David Faber contributed to this report.

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