The Walt Disney Co. reached an information-sharing agreement with ValueAct Capital Partners on Wednesday, the same day another activist announced it was pursuing a slate and Trian Partners vowed to continue its push for board representation.
Jason Aintabi’s Blackwells Capital put forward three candidates for Disney’s board while criticizing Trian’s “backward-looking” proxy contest for two board spots at the entertainment giant.
Blackwells said on Wednesday that it would fight to seat former Warner Brothers executive Jessica Schell, real estate investor and Tribeca Film Festival co-founder Craig Hatkoff, and former TaskRabbit boss Leah Solivan on Disney’s board at the next annual meeting.
The activist presented its slate as an alternative to that of Trian which features its founder Nelson Peltz and former Disney finance chief Jay Rasulo. Trian reignited its board campaign last month, accusing Disney of “woeful” underperformance against peers. The activist, armed with a stake worth about $3 billion, took a swipe at Disney CEO Bob Iger over his turnaround strategy and pointed to stock sales by the executive.
Blackwells said that its contest is designed to ‘‘preserve’’ Iger’s ‘‘value creation vision,’’ arguing its nominees have the ‘‘necessary backgrounds and expertise’’ to support Iger’s efforts ‘‘constructively,’’ and complement the board.
‘‘The Trian nominees, and the reductive nature of its campaign do not provide shareholders those benefits,’’ the investor argued.
In a statement, Trian stated that it “welcomes other shareholders attempting to help fix this iconic but wayward company.” But it added that “long suffering Disney shareholders need Nelson Peltz and Jay Rasulo as independent voices and catalysts for much needed change on what’s been a chronically underperforming board.”
Aintabi said that his firm would also present a proposal allowing sitting Disney directors who lose their positions to Blackwells candidates to be reinstated after the annual meeting. ‘‘This campaign provides shareholders a necessary alternative to what would otherwise be a solipsistic sideshow,” stated Aintabi.
Separately on Wednesday, Disney announced that it had signed a confidentiality agreement with activist investor ValueAct to facilitate consultation on strategic matters. The San Fransico-based investment firm pledged to back management’s slate at the next elections.
Blackwells was quick to criticize the agreement.
“Today’s announced agreement with ValueAct is a disappointing defensive move by Disney that does not solve for anything,” said Aintabi in a separate statement Wednesday. “Bringing all shareholders a real and better choice for directors is the necessary act that will support the future success of Disney.”
Ancora Advisors said last month that Disney should give Peltz a board seat. ‘‘A degree of shareholder-driven change is certainly warranted in Disney’s boardroom following an extended period of absentminded governance, ineffective succession planning, polarizing actions and sustained value destruction.’’
Disney shares closed at $90.71 each Tuesday, some 4% above their level 12 months ago but 41% below their price two years ago.
In its Wednesday press release, Blackwells took aim at Ancora over its backing for Trian. Blackwells pointed to Ancora’s unsuccessful proxy contest at wealth and tax adviser Blucora in 2021 to argue the DiSanto’s firm has a ‘‘pattern of questionable business dealings.’’ It also said it believed DiSanto was pursuing a ‘‘personal agenda dating back several years with respect to an Ancora investment that Blackwells declined to pursue.’’