Feud at Campbell could destroy the 149 year old soup company

The effort is high: The outcome will determine the future of the 149-year-old American company and its iconic brands.

On the one hand, the activist is investor Daniel Loeb. On the other is the current board. Both have cited support from members of the company's founding family, and both say they know what's best for Campbell Soup (CPB), which has faced a number of issues, including bad sales, bad bargaining and the brutal discrepancy of the CEO this year .

Loeb wants the current management, but Campbell says Loeb is inexperienced in the soup world and that they know how to turn things around.

The game has been raging for several months. But it was raised when Loeb's hedge fund Third Point, LLC sued the soup company on Thursday, claiming that Campbell's board members are misleading shareholders. Campbell said that it is "strongly contesting" the lawsuit.

It's not uncommon for proxy matches to be so intense.

"The proxy fighting is notoriously unpleasant on both sides," said Charles Elson, director of the Corporate Governance Center at Delaware University. He added that lawsuit is not uncommon. "Prosecution, lawsuit, everything happens."

Scathing letter

The fight began seriously in September when Loeb proposed replacing the entire Campbell Board.

In a letter to the head of the company's board, he owed the company's problems and accused members of "mismanagement, waste, inconvenient strategy and unfortunate execution."

Loeb's letter came in response to a business plan that was short of his wish for a full sale. In August, the company said it was selling Campbell Fresh, which includes Bolthouse Farms juice and Campbell's own cold soup and its international business. After several years of overextending, it said it would focus instead on strengthening its most popular brands and that it has not ruled out a sale.
  The battle over Campbell's future is heating. (AP Photo / J. David Ake)


In Thursday's case, Third Point claimed that Campbell misled the shareholders when asked them for proxy without giving details of strategic review. The third point also called a number of descendants board members qualifications and they doubted.

The third point said the defendants committed themselves "in a deliberate campaign with misinformation designed to secure their re-election by a misinformed voting vote." It is demanding that Campbell correct the alleged error information before the annual meeting.

Campbell claims that the new Board members recommended by Third Point do not have the right experience for the job, that the hedge fund has a superficial understanding of the company and that it has not presented a convincing argument. The company repeated these points and its confidence in its own plan to arrive in a letter to shareholders in Thursday.

"We are confident of the new strategic direction," wrote Independent Director, Les C. Vinney, "and strongly believes that our plan to improve focus and financial performance in the company is the best way forward." He added that he has support from the family members sitting on the table.

In this case the odds are against the third point. Descendants hold about 41% of the company, according to data from Refinitv. "There is a huge amount to overcome," said Elson. Third point and shareholder and descendant of George Strawbridge Jr. check just under 10%, according to Refinitive.

The hedge fund may be angling to enter into an agreement before the poll, "said Jian Huang, Assistant Professor of Finance at Towson University.

"I do not see that the third point will win this match," he said. But "they can probably get two or three table seats out of it."

Even some board seats can help, he noted whether Third Point aims to convince board members to put Campbell on sale.

Source link

Back to top button