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https://finance.yahoo.com/news/disn...up-pressure-on-the-media-giant-203038574.html

Disney CEO Bob Iger went sailing on his yacht while activist investor Nelson Peltz ramped up pressure on the media giant​

Brian Sozzi and Alexandra Canal
Thu, January 12, 2023 at 2:30 PM CST

With its stock price flailing and under rising pressure from activist investor Nelson Peltz of Trian Partners, newly reinstalled Disney (DIS) CEO Bob Iger reportedly spent the holidays enjoying the open waters.

According to a proxy statement filed by Trian Partners on Thursday, Iger, while speaking on a December 20 call, put off a virtual meeting between himself, the Disney board, and Peltz until sometime in January because he planned to "sail his yacht off the coast of New Zealand."

The virtual meeting was eventually set for Jan. 10, with a Disney representative notifying Trian on Dec. 28 the meeting would be limited to just 30 minutes.

According to the statement, 15 additional minutes were tacked on at the request of the activist hedge fund after representatives expressed their disappointment with the time limitations.

Once the virtual meeting officially took place earlier this week, a person familiar with the situation tells Yahoo Finance Peltz found a highly disengaged Disney board of directors. Not a single question was asked to Peltz, the source added.

"Nelson is gearing up for a fight here," the source said, noting Peltz may press Disney to cut expenses among other initiatives designed to boost profits and the sagging stock price.

Peltz — who has run successful activist campaigns at well-known brands like P&G — would also like to see the dividend Disney cut during the pandemic restored, the source said. Peltz hasn't decided if a Disney spin-off of ESPN — as Wall Street has pushed for in the past — should occur, the source added.

Peltz reportedly owns about $900 million in Disney stock, and also took to criticizing Iger's compensation in a lengthy new slide-deck called "Restore the Magic."

Iger was not made available to Yahoo Finance for an interview.

To be sure, this is shaping up to be one of the uglier activist battles in recent memories — filled with big egos, big money, and a big brand.

On Wednesday, Disney announced Nike executive chairman and former CEO Mark Parker will take over Susan Arnold's position as chairman of the board. The company also recommended shareholders vote against Peltz in his efforts to win a seat on the company's board.

"While senior leadership of The Walt Disney Company and its Board of Directors have engaged with Mr. Peltz numerous times over the last few months, the Board does not endorse the Trian Group nominee, and recommends that shareholders not support its nominee, and instead vote FOR all the Company’s nominees (noted above)," Disney wrote in a news release.

A source tells Yahoo Finance Peltz was not offered a board observer role as had been previously reported by other media outfits. Instead, the source says Peltz was offered information sharing under a non-disclosure agreement, and an opportunity to meet with management and the board quarterly.

According to Thursday's statement, Peltz had expressed interest in joining Disney's board as early as July and had multiple conversations with former Disney CEO Bob Chapek before picking up discussions with Iger on Nov. 23 — three days after he was re-appointed to the executive position.

During that November meeting, Trian representatives reportedly emphasized they did not want to engage in a lengthy and costly proxy fight, and voiced support over Iger's return.

At that time, Disney raised the idea of a mutually agreed upon independent director being added to the Board, but Trian doubled down that representation by a Trian partner was intended "to foster an ownership mentality in the boardroom" and "stimulate additional discussion among Disney directors regarding the challenges faced by the Company," the statement revealed.

Disney faced a rough 2022 as shares slid about 45%, marking the worst annual stock performance for the House of Mouse since 1974.

Streaming profitability, the future of Hulu, and a possible ESPN spin-off all hang in the balance as Iger continues to navigate a bruised business beset with leadership challenges, unfavorable price increases, and a direct-to-consumer division struggling to turn a profit.

Still, the media giant defended the company's stock performance under Iger's watch, noting during his first turn as CEO the company's total shareholder return totaled 554%, topping the 244% total return realized by the S&P 500 over that period.
 
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Reactions: GAN
Happy to see that Bob Iger can take time to enjoy himself during the holiday
 
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I don't know enough to know if I'm actually rooting for this guy or not - but if even his attempt brings about some positive changes, I will be happy about that.
 
Looks like Peltz is ready to play hardball, don't it?
Don't think for a minute that Iger isn't up to the task....

All the excitement is nothing more than a publicity angle -probably because Peltz knows he's going to need it!
 
Again ...where is the incentive for Disney "needing" to dump a bunch of money into parks. There is none!
Parks are basically the only thing that makes Disney money lately. And that money funds the disastrous movies that they've been putting out. Specifically, the streaming content. They better hurry up and add a 5th gate if they want to stay afloat.
 
Don't think for a minute that Iger isn't up to the task....

All the excitement is nothing more than a publicity angle -probably because Peltz knows he's going to need it!
Hah! No doubt. If I may butcher a famous movie line... "Forget it Jake! It's Hollywood!"
 
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Reactions: GAN
I am Nelson Peltz!!!
Well Mr Peltz, I got a few billion dollar bone to pick with you on one of your slides. Since that Cramer guy called the Fox buy the worst ever, everyone has jumped on that bandwagon. I always thought the price was rich but the alternative of all that IP, much of it related to Disney IP, going to a direct competitor that is already big in parks, movies and streaming, makes it worth more to a Disney than the general market value. They got the orphaned Marvel characters, bringing the whole universe together; Avatar, bringing the parks and movies under the same roof; a controlling stake in Hulu; many popular and respected movie franchises, FX properties, and decades of Simpsons episodes.

Anyway, I think you, Nelson, overestimated the net cost significantly in your little slide deck. I come up (yes I have kept my own running tally) with a 10% less net cost and mine is still missing sales prices for 7 companies which I could not find published amounts for. Also, part of the difference is your severe undervaluing of Hulu. Please correct your slide deck because I like a lot of what you are saying but there's no need to exaggerate. Thank you.


1673575452394.png
 
Well Mr Peltz, I got a few billion dollar bone to pick with you on one of your slides. Since that Cramer guy called the Fox buy the worst ever, everyone has jumped on that bandwagon. I always thought the price was rich but the alternative of all that IP, much of it related to Disney IP, going to a direct competitor that is already big in parks, movies and streaming, makes it worth more to a Disney than the general market value. They got the orphaned Marvel characters, bringing the whole universe together; Avatar, bringing the parks and movies under the same roof; a controlling stake in Hulu; many popular and respected movie franchises, FX properties, and decades of Simpsons episodes.

Anyway, I think you, Nelson, overestimated the net cost significantly in your little slide deck. I come up (yes I have kept my own running tally) with a 10% less net cost and mine is still missing sales prices for 7 companies which I could not find published amounts for. Also, part of the difference is your severe undervaluing of Hulu. Please correct your slide deck because I like a lot of what you are saying but there's no need to exaggerate. Thank you.


View attachment 731562
Yeah …Cramer is right less then my local weatherman!
 
IMO, we can take the narrative that future brand capital is being burnt at the expense of profit today and drop it in a thread from 1980 or 1995 or 2000 or 2010 or 2015 or whenever. All I see are multi generational families out here enjoying Disney. I see teens, young couple, old couples, Young families, Older families. The parks are fine in terms of future demand. You can just tell by being here.

Staffing is totally fine. Everything feels pre-pandemic.. They use the full body scanners at every park now. So, security is a breeze (What are Airports waiting for?).This is our 2nd time at WDW in last 3months (19 nights total) and we have really really enjoyed ourselves. Sure, we had a couple tech glitches but guest services has made everything right without any question. Cant wait to come back :)
 
https://www.bloomberg.com/news/arti...wn-is-a-throwback-to-the-corporate-raider-era

Disney-Peltz Showdown Is a Throwback to the Corporate Raider Era​

  • Disney is expected to file preliminary proxy next week
  • Trian’s Peltz says Disney is in crisis, lacks cost discipline
Christopher Palmeri
January 12, 2023 at 8:12 PM CST

As renowned activist investor Nelson Peltz prepares for a major public showdown with Walt Disney Co., he’s taking cues from an old playbook, created in the heyday of corporate raiders.

Peltz, who has said Disney is in crisis, stuffed with overpaid executives who in turn have overpaid for other companies, filed paperwork on Thursday to begin a proxy fight for a board seat. Disney is asking shareholders to reject the proposal and plans to file its own preliminary proxy statement next week, after failing to privately persuade Peltz and his firm, Trian Partners LP, to back down.

The fight hearkens back the days of swashbuckling corporate raiders, when Peltz got his start, rather than the more genteel shareholder proposals floated by social activists at annual meetings today, according to Jo-Ellen Pozner, an assistant professor of management at Santa Clara University.

“It’s a little unexpected; the tone of the corporate governance landscape is not this active and so public,” she said in an interview. “It feels like a throwback to the 80s.”

When Disney responds to Peltz, it will likely do so with as much vigor. The company may highlight weaknesses in Peltz’s presentations to shareholders, including flaws in his calculations of returns, factual misstatements and an overall lack of specific strategy, according to people familiar with the company’s thinking, who asked not to be identified discussing private strategy talks.

Disney could also go after the activist investor’s age. Peltz is 80. Disney’s bylaws say it can’t nominate a board candidate who is 75 years or older, unless the board determines there are special circumstances for doing so.

The entertainment giant has yet to set a date for its annual meeting. Last year’s was in early March. Between now and then, Disney and its consultants will likely be reaching out to large investors and proxy advisory firms such as Institutional Shareholders Services, to argue for its preferred board composition.

Things weren’t always this way. In 2019, the longtime activist investor was invited to speak to the Disney board by then Chief Executive Officer Bob Iger. Last summer, Peltz lunched at the Disneyland resort in Paris with Iger’s replacement, Bob Chapek, and their wives.

The friendliness has faded. Peltz accumulated shares in Disney in late 2022, ultimately accumulating a $900 million stake, and started seeking changes at the company. Trian was a major Disney shareholder when Iger, 71, was rehired as CEO in November.

Trian and Disney directors quietly tried to reach a detente, but couldn’t, both parties have said. In filings this week, Peltz came out swinging, much like an old-school corporate raider. He’s fought in several proxy contests through his career, gaining access to boards at companies including Heinz and Procter & Gamble Co. He’s lost as well, failing to get on the board of DuPont.

Peltz’s main criticisms of Disney center around its botched succession planning, “over-the-top” compensation and lack of cost discipline. Trian launched a website, Restore the Magic, to get its views across, calling Disney’s problems “self-inflicted.”

Peltz is also asking shareholders to reject any bylaws passed by board since March 2019, an effort to preempt the company from putting in a mandatory age limit, or any other restrictions on his nomination. He put forth his son Matthew Peltz, the co-head of research at Trian, as an alternate if he can’t serve.

Disney disagrees with Peltz’s views, and says it’s got a long track record of financial and creative success. Iger is rebalancing investment with revenue, while bringing a renewed focus on the creative talent that’s made the company “the envy of the industry,” Disney said.

On Wednesday the company named former Nike Inc. CEO Mark Parker to the role of chairman at the next annual meeting. He’ll have a special focus on succession planning.

More information may come at other key dates for Disney, too. It reports earnings on Feb. 8, which will be Iger’s first since returning as CEO. He may be asked about, and articulate, his plans to confront the company’s challenges.

Given Disney’s poor stock performance and succession-planning debacle, those obstacles are likely formidable, said Charles Elson, a longtime corporate governance advocate at the University of Delaware.

“Iger, given what’s happened, is in a very weak position,” Elson said in an interview. “That board is back in the news in a very negative way. I don’t think the large investors are particularly sympathetic.”
 
Just damn!!! Look who I have for an ally. I may have to change foxholes.

https://www.cnbc.com/2023/01/12/jim-cramer-says-disney-should-allow-nelson-peltz-to-join-its-board.html

Jim Cramer says Disney should allow Nelson Peltz to join its board
Published Thu, Jan 12 20236:23 PM EST
Krystal Hur@kryshur

Key Points
  • CNBC’s Jim Cramer on Thursday called on Disney to elect activist investor Nelson Peltz to its board.
  • “Someone like Peltz, who’s been tremendously successful, wants to join them and they act like that’s a problem,” he said.
 
Just damn!!! Look who I have for an ally. I may have to change foxholes.

https://www.cnbc.com/2023/01/12/jim-cramer-says-disney-should-allow-nelson-peltz-to-join-its-board.html

Jim Cramer says Disney should allow Nelson Peltz to join its board
Published Thu, Jan 12 20236:23 PM EST
Krystal Hur@kryshur

Key Points
  • CNBC’s Jim Cramer on Thursday called on Disney to elect activist investor Nelson Peltz to its board.
  • “Someone like Peltz, who’s been tremendously successful, wants to join them and they act like that’s a problem,” he said.
See post #1530…. 😉
 
Staffing is totally fine. Everything feels pre-pandemic.. They use the full body scanners at every park now. So, security is a breeze (What are Airports waiting for?).This is our 2nd time at WDW in last 3months (19 nights total) and we have really really enjoyed ourselves. Sure, we had a couple tech glitches but guest services has made everything right without any question. Cant wait to come back :)
I said the same, on here, after a week we spent onsite in early September. I think many complaints we are still seeing about staffing are from people who have not been since the summer or before. We are local so we go often and we have seen a slow and study ramp up to normalness all thru the fall, really noticed a lot more of the random street entertainment lately. You know all that stuff so many said was never coming back.
 
Well Mr Peltz, I got a few billion dollar bone to pick with you on one of your slides. Since that Cramer guy called the Fox buy the worst ever, everyone has jumped on that bandwagon. I always thought the price was rich but the alternative of all that IP, much of it related to Disney IP, going to a direct competitor that is already big in parks, movies and streaming, makes it worth more to a Disney than the general market value. They got the orphaned Marvel characters, bringing the whole universe together; Avatar, bringing the parks and movies under the same roof; a controlling stake in Hulu; many popular and respected movie franchises, FX properties, and decades of Simpsons episodes.

Anyway, I think you, Nelson, overestimated the net cost significantly in your little slide deck. I come up (yes I have kept my own running tally) with a 10% less net cost and mine is still missing sales prices for 7 companies which I could not find published amounts for. Also, part of the difference is your severe undervaluing of Hulu. Please correct your slide deck because I like a lot of what you are saying but there's no need to exaggerate. Thank you.


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I humbly defer to your detailed analysis of Fox's intellectual property values. There's no question this content will create income for years to come and it complements a core strength of DIS since the company was created - story telling.

I'll take this opportunity to expand on my theory of why ABC/ESPN has to go, and never should have been bought to begin with.

What is ABC? Soap operas, news, and prime time programing.

DIS needs to be nowhere near news reporting of any kind, whether it be ABC, CBS, CNN, Fox News, or the Associated Press. News is by nature highly political, and that's a no win for DIS every time. It's part of what has diluted the DIS brand over the past 20 years, and the amount of time and resources diverted to that end aren't worth the candle.

Soap operas and prime time? Not at all compatible with storytelling in the DIS tradition.

ESPN? Sports is certainly show biz nowadays, and has made money, but it has also become more political in the past couple of decades. I don't see that changing, and that's not a good thing for DIS. With the increased costs, it won't be a money maker for much longer.
 
I humbly defer to your detailed analysis of Fox's intellectual property values. There's no question this content will create income for years to come and it complements a core strength of DIS since the company was created - story telling.

I'll take this opportunity to expand on my theory of why ABC/ESPN has to go, and never should have been bought to begin with.

What is ABC? Soap operas, news, and prime time programing.

DIS needs to be nowhere near news reporting of any kind, whether it be ABC, CBS, CNN, Fox News, or the Associated Press. News is by nature highly political, and that's a no win for DIS every time. It's part of what has diluted the DIS brand over the past 20 years, and the amount of time and resources diverted to that end aren't worth the candle.

Soap operas and prime time? Not at all compatible with storytelling in the DIS tradition.

ESPN? Sports is certainly show biz nowadays, and has made money, but it has also become more political in the past couple of decades. I don't see that changing, and that's not a good thing for DIS. With the increased costs, it won't be a money maker for much longer.
Exactly! And this is why Disney needs to spin-off ABC/ESPN or sell it completely. Until Disney stops catering to the few, and produce real quality content like they have in the past, it will be an epic failure. Universal will continue to gain market share and leave Disney in the pixie dust.
 
https://www.boxofficemojo.com/article/ed4134667268/
January 12, 2023 7:45 PST - By Sam Mendelsohn - Box Office News

Moviegoers have plenty of options over this long Martin Luther King Jr. weekend with two new releases: Plane and House Party, and the wide expansion of A Man Called Otto. With that said, we are slated for a repeat of last weekend with Avatar: The Way of Water and M3GAN remaining on top. Avatar: TWOW may very well rule through January and match the seven weekends at number one of the first Avatar, which holds the record for being the only film of the past 25 years to score a septuple (the last film to do so before that was James Cameron’s own Titanic with 15 weekends at number one).

Through Tuesday, Avatar 2’s domestic cume is $526 million, ahead of the 26 day cumes of Avatar ($441 million) and Top Gun: Maverick ($481 million). The worldwide cume is $1.749 billion, the seventh biggest of all time. In 2010, Avatar did $42.8 million for the three-day and $54.4 million for the four-day over MLK weekend (which, as with Avatar 2, was the film’s fifth weekend), which remains the best cume for a non-opener ever for the holiday. The Way of Water could realistically end up as the holiday weekend’s second best gross ever for a non-opener, a claim currently held by The Revenant with $37.5 million for the four-day (that was the film’s second weekend). Titanic is in third with $36 million (in its fifth weekend). If The Way of Water has another drop of 32% as it did last weekend when it grossed $45.8 million, that’s a three-day of $31.2 million, in the range of The Revenant’s $31.8 million three-day. That’s enough to give Avatar 2 the second best fifth-weekend ever, and even staying above $29.6 million for the three-day will give James Cameron the top three fifth weekend grosses ever (to date, Avatar is first with $42.8 million and Titanic is second with $30 million, while Top Gun: Maverick holds third).
 
Exactly! And this is why Disney needs to spin-off ABC/ESPN or sell it completely. Until Disney stops catering to the few, and produce real quality content like they have in the past, it will be an epic failure. Universal will continue to gain market share and leave Disney in the pixie dust.
They should keep ESPN. Live sports will always be a draw. They need to get more live sports for ESPN+. The NHL package is great.

It costs money to make quality content and so far that has made D+ not profitable. I personally don't see streaming ever being a major profit driver for any company. Most people have 3-4 streaming services for the content they want. When you add that up it's almost the same price as paying for cable.
 
I humbly defer to your detailed analysis of Fox's intellectual property values. There's no question this content will create income for years to come and it complements a core strength of DIS since the company was created - story telling.

I'll take this opportunity to expand on my theory of why ABC/ESPN has to go, and never should have been bought to begin with.

What is ABC? Soap operas, news, and prime time programing.

DIS needs to be nowhere near news reporting of any kind, whether it be ABC, CBS, CNN, Fox News, or the Associated Press. News is by nature highly political, and that's a no win for DIS every time. It's part of what has diluted the DIS brand over the past 20 years, and the amount of time and resources diverted to that end aren't worth the candle.

Soap operas and prime time? Not at all compatible with storytelling in the DIS tradition.

ESPN? Sports is certainly show biz nowadays, and has made money, but it has also become more political in the past couple of decades. I don't see that changing, and that's not a good thing for DIS. With the increased costs, it won't be a money maker for much longer.
Thank you for your deference, Mr. Peltz, LOL.

You make some great points on the network spinoffs, I'm just not convinced yet. Cash flow from both will continue to shrink and I really think the sports networks will be in real trouble soon unless the contracts to carry games begin to reflect reality a bit more. Which probably won't happen because the tech companies will bid them up thru the roof. So can we find a middle ground, where Disney spins off say 80% of each, keeping a minority stake so the can still use them exclusively for promotions? Otherwise, what would happen to the very large and profitable ESPN area at WDW?
 












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