Blackwells raises questions about whether ValueAct was paid to support Disney in an ongoing proxy battle with activists in the lawsuit that was filed on Thursday in Delaware Chancery Court (you can read it here).
In the run-up to Wednesday’s annual shareholder meeting, which will officially see the tallying of board election votes, Blackwells and Trian Fund Management have been pushing for new representation on Disney’s board of directors.
“Books and records in order to determine whether wrongdoing, mismanagement, or breaches of fiduciary duty, including potential violations of disclosure obligations under the federal securities laws, have occurred,” is what the lawsuit is requesting. In addition, Blackwells asserts that Disney failed to reveal that ValueAct oversaw Disney pension funds from 2013 to 23 when announcing ValueAct’s support.
Related: Disney And Ron DeSantis Allies Agree On Settlement Regarding Theme Park District As Mouse House Board Battle Approaches The Blackwells’ grievance stems from a Disney statement made on January 3.
It highlighted ValueAct’s backing of the management and nominees for the company’s board.
“Provide information to the investment firm and consult with ValueAct on strategic matters, including through meetings with the Disney Board and management,” the company stated in exchange. The lawsuit’s allegations, according to a Disney representative, are “baseless,” and the complaint is “just their desperate attempt to garner attention for their slate of director candidates.”. “No Disney pension plan funds are currently invested with ValueAct, nor were they managing any Disney pension plan funds at the time they entered into an information-sharing agreement with the company,” the spokesperson continued.
Disney offered to meet with Blackwells and provide documentation verifying those facts prior to Blackwells filing this lawsuit, but Blackwells turned down the invitation. Following Blackwells’ public support of Chairman and CEO Bob Iger and the company’s official slate of board nominees on the same day as the ValueAct agreement last January, Bob Iger and Disney received support in a proxy battle from former CEO Michael Eisner.
Though Blackwells has put forth three alternative candidates for the board, it has mostly spared the anger directed at Trian and its leader, Nelson Peltz, in contrast to Trian, which has engaged in back-and-forth with Disney and frequently broadcast its criticisms.
Investors have already started to cast their votes for board candidates, with tens of millions of dollars being spent by Trian and Disney to advance their opposing viewpoints. RELATED: Leading Proxy Advisory Firm Backs Nelson Peltz For Board, Citing “Critically Flawed Succession Process”.
Regardless of the result, it will probably be remembered as the most significant Disney shareholder meeting in twenty years when the votes are tallied the following week.
This is the last hour for shareholders. me.
ET on Tuesday to cast their votes. The meeting will take place virtually and be broadcast live on Disney’s investor relations website. The results will be announced during the meeting.
A massive $18.25 billion deal, including assumed debt, was announced by Home Depot to acquire SRS Distribution, a supplier of materials to contractors, builders, roofers, landscapers, and pool builders.
In a statement released on Thursday, Home Depot stated that it anticipates the transaction to be completed by the end of its 2024 fiscal year, which concludes in late January 2025.
As CNBC previously reported, this is the home improvement retailer’s biggest and most recent attempt to attract more business from large construction companies and contractors.
In an effort to boost sales from home professionals who handle larger projects, like extensive renovations, the Atlanta-based chain, which has more than 2,000 locations across the US, also disclosed last week that it will open four new distribution centers in Detroit, Los Angeles, San Antonio, and Toronto during the first half of the year.
According to CNBC, each facility is typically 500,000 square feet in size, which is about five times larger than the typical Home Depot store.
The CEO of Home Depot, Ted Decker, told CNBC that the company’s acquisition of SRS is “a complementary accelerator” to its efforts to draw in more roofers, contractors, and other home contractors.
He also stated that the agreement, which is the biggest of its kind in Home Depot’s 46-year history, adds $50 billion to the company’s total addressable market, according to CNBC.
“Home Depot’s next great growth chapter will be fueled by growing our share of wallet with the pro.”. “SRS will enable us to more effectively market the entire project and attract a previously untapped customer base,” a Home Depot representative stated to The Post.
Leonard Green and Partners and Berkshire Partners, private equity firms, own Texas-based SRS. The companies run a fleet of approximately 4,000 delivery trucks and 760 branches throughout 47 states.
SRS employs about 11,000 people total, though it wasn’t immediately apparent if any layoffs would occur as a result of the acquisition.
The Post requested comment from SRS representatives, but they did not reply right away.
Separately on Thursday, SRS announced on its website that its “senior leadership team will remain with the company to guide its ambitious growth plans.”. “.
President and CEO of SRS Dan Tinker will now report to Ted Decker, the boss of Home Depot, which has roughly 465,000 employees, under the new organizational structure.
Despite recent scrutiny surrounding large mergers and acquisitions, Decker told CNBC he is confident the deal will be approved by federal regulators.
He expressed confidence that the project would succeed, citing the distinct customer base, various channels, and various purchase occasions.
Nevertheless, Home Depot anticipates slower sales trends at the time of the acquisition.
Despite adding a week to fiscal 2024, the home improvement giant stated last month that it expects total sales for the year to grow by only about 1%. This announcement came after the company reported earnings that exceeded Wall Street’s expectations.
Though Home Depot’s revenue for the three-month period ended Jan. 28 came in at $34.79 billion, exceeding the $34.64 billion expected. However, the 1 percent increase in total sales outlook was less than the 1 point6 percent increase that analysts had projected, as reported by CNBC.
