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Blackwells Capital today made its fight with Disney official, urging shareholders in a definitive proxy statement to elect its three nominees to the board of directors “as the company navigates through a vast and novel opportunity set offering a near limitless potential.”
“The purpose of our campaign is simple: we want to ensure that Disney has the right collection of minds around the boardroom table, working constructively together to make decisions that will benefit ALL shareholders for decades to come,” Blackwells said. The firm is opposed to Nelson Peltz, whose Trian Partners is also taking on the Disney board in what is officially now a three-way fight. Both claim the company hasn’t delivered for stockholders recently.
Blackwells’ founder and chief investment officer Jason Aintabi said nominees, Jessica Schell, Craig Hatkoff and Leah Solivan, would support the company in, respectively, media and content; real estate and strategic asset review; and physical, spatial computing and AI-driven experiences.
The expertise of Hatkoff, a New York real estate executive, “extends to exploring all strategic possibilities with cold eyes, including the potential separation of Disney into three entities, beginning with a management reorganization and leadership selection for each business and resulting in standalone public companies,” Blackwells said.
“Disney may simply be too complex for any one successor to Mr. Iger to manage holistically, and Blackwells believes that it is the responsibility of the Board to oversee these types of analyses in the ordinary course.
It also floated the idea of Disney separating its owned real estate, which it says represent about 44% of its market cap, at cost, “into an independent publicly listed REIT or a series of investment vehicles in which the shares, cash and/or interests could be distributed to shareholders.”
Peltz is fielding himself and former top Disney executive Jay Rasulo as board nominees in an aggressive push. Disney has urged shareholders, including in an explainer video posted yesterday, to vote only for its candidates and not for the Trian or Blackwell nominees. The company has defended board and strategy since CEO Bob Iger returned to lead in late 2022.
The showdown will come at Disney’s annual meeting scheduled to be held virtually on April 3.
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