Activist investor Nelson Peltz and fired Marvel CEO Ike Perlmutter launch a proxy battle for seats on Disney's board of directors, with CEO Bob Iger accused of failing to right the ship quickly enough with his dramatic turnaround plan.
In a statement on Thursday, Peltz's investment firm Trian blasted Disney's board for overseeing “significant value destruction and missteps” and vowed to “take its case for change directly to shareholders.”
Sources familiar with the matter say Trian plans to grab at least three seats on Disney's board, which the company expanded from 10 to 12 on Wednesday in a move widely seen as strengthening itself against the impending power struggle.
In a statement, Disney accused Perlmutter of harboring a “long-standing personal agenda” against Iger, who fired him as chairman of Marvel Entertainment in March as part of a cost-cutting reorganization that Perlmutter himself had pushed for.
A spokesperson for Perlmutter told DailyMail.com that the billionaire, Disney's largest individual shareholder, supports Peltz's actions against Iger “not out of any personal grudge, but rather out of maximizing shareholder value for Disney shareholders.”
Disney CEO Bob Iger is under new pressure from old enemies Neslon Peltz and Ike Perlmutter, who are launching a proxy fight to win seats on Disney's board
Perlmutter (above) is Disney's largest individual shareholder and is backing Peltz's play against Iger with his stock worth about $2.3 billion
With more than $7 billion in assets under management, Trian is among the largest activist funds, which take large stakes in companies and then use their power to push through changes they believe will boost shareholder profits.
According to Disney, Perlmutter owns more than 25 million of the 33 million shares that Peltz claims he beneficially owns, making the former Marvel executive's support crucial to Trian's push. The joint interest is worth more than 3 billion dollars.
Iger has been under pressure from Peltz and Perlmutter to cut costs and restore a dividend since returning from retirement a year ago to lead Disney again.
Disney's board tasked Iger with fixing the mistakes of his hand-picked successor Bob Chapek, who presided over plummeting stock prices and ignited a culture war feud with Florida Governor Ron DeSantis.
Activists granted Iger a reprieve in February after he announced a dramatic overhaul aimed at cutting $5.5 billion in costs annually, a target he recently raised to $7.5 billion.
But with Trian's new statement, it appears that activists have lost patience, and the time is ripe for the Iger's about-face.
“Since we gave Disney the opportunity last February to prove it could 'right the ship,' until our renewed partnership weeks ago, shareholders lost ~$70 billion in value,” the activist fund said.
“Investor confidence is low, important strategic questions loom and even Disney's CEO acknowledges that the challenges facing the company are greater than previously thought,” the statement said.
Trian said Disney's share price has “underperformed relative to proxy peers and the broader market over every relevant period over the past decade and over the tenure of every incumbent director.”
As of the closing bell Thursday, Disney shares were down nearly 6 percent from a year ago and down 17.23 percent over the past five years.
Peltz (above) blasted Disney's board for overseeing “significant value destruction and missteps” and vowed to take his “case for change directly to shareholders”
As of the closing bell Thursday, Disney shares were down nearly 6 percent from a year ago, having lost 17.23 percent over the past five years
Trian said Disney extended an invitation to meet with the board Thursday morning but declined his request for representation on the board, including Peltz.
Disney expanded its board this week with the appointment of two new directors: Morgan Stanley Chairman and CEO James P. Gorman and Sir Jeremy Darroch, a veteran media executive and former Group Chief Executive of Sky.
Trian said that while the additions “represent an improvement over the status quo, the addition of these directors, in our view, will not restore investor confidence or address the root cause behind the significant value destruction and missteps this Board is overseeing.” has held.'
“Trian intends to present our case for change directly to shareholders,” the fund said.
Disney responded in a sharp statement defending Iger's record and suggesting that the activist push is primarily motivated by Perlmutter's grudge against the CEO.
The company said Perlmutter's agenda “may be different than that of all other shareholders.”
“The Walt Disney Company has a proven track record of delivering long-term value to our shareholders and is in the midst of a significant transformation to strengthen our position as the world's leading entertainment company,” the company said.
'Over the past twelve months we have restructured the business to put creativity back at the heart of all our activities as we have significantly reduced costs and increased efficiencies. We are on track to achieve approximately $7.5 billion in cost savings – $2 billion more than our original target. target,” the statement added.
Perlmutter, 81, has long feuded with Iger, repeatedly supporting Peltz's so-far failed attempts to join Disney's board.
Perlmutter was said to be so angry about Iron Man's rising budget that he demanded that an action scene involving ten Humvees be shot with just three. Pictured: Robert Downey Jr. in the 2008 film that launched the Marvel Cinematic Universe
He was the CEO of Marvel Entertainment prior to Disney's acquisition of the comic book franchise in 2009, and helped lead the takeover, reportedly receiving $800 million in cash and a massive donation of Disney stock.
Perlmutter oversaw the early Marvel Cinematic Universe until Iger sidelined him in a 2015 shuffle in which Marvel Studios head Kevin Feige began reporting directly to the chairman of Walt Disney Studios.
Perlmutter has long had a reputation as a spendthrift and has used his influence over the years to sharply limit corporate spending.
This frugal attitude led Perlmutter to repeatedly argue with Iger over Disney costs, including a fight over the 2008 film Iron Man, which launched the MCU.
The director was said to be so angry about the film's rising budget that he demanded that a crucial action scene involving ten Humvees be shot with just three.
In the 2015 shuffle, Perlmutter was pushed aside as head of Marvel Entertainment, a small consumer products and licensing division run separately from Hollywood giant Marvel Studios.
After Iger ousted Perlmutter as CEO of Marvel, the billionaire hatched a plan with Peltz to overhaul the board and remove Iger from power.
During the proxy war, the billionaire backed a campaign to maneuver Peltz into a position of influence so he could make important changes.
Iger fended off Peltz's latest bid against him by announcing his sweeping budget cuts in February — and in March, Iger unceremoniously fired Perlmutter, citing his austerity reorganization plan.
Iger said Wednesday he would “certainly” resign when his current contract expires in 2026.
Disney's board on Thursday announced a cash dividend of 30 cents per share, payable on January 10.