• / Free eNewsletters & Magazine
  • / My Account
Home>Leading Proxy Advisory Firm ISS Recommends Procter & Gamble Shareholders Vote “For” Nelson Peltz on Trian’s White Proxy Card

Leading Proxy Advisory Firm ISS Recommends Procter & Gamble Shareholders Vote “For” Nelson Peltz on Trian’s White Proxy Card

Leading Proxy Advisory Firm ISS Recommends Procter & Gamble Shareholders Vote “For” Nelson Peltz on Trian’s White Proxy Card

09/30/2017

Leading Proxy Advisory Firm ISS Recommends Procter & Gamble Shareholders Vote “For” Nelson Peltz on Trian’s White Proxy Card

Leading Independent Proxy Advisory Firms—ISS and Glass Lewis—Recognize Value Nelson Peltz Would Add to P&G Board

Trian Fund Management, L.P. (“Trian”), whose investment funds beneficially own approximately $3.5 billion of shares of The Procter & Gamble Company (NYSE:PG) (“P&G” or the “Company”), today announced that Institutional Shareholder Services Inc. (“ISS”), a leading proxy advisory firm, recommends that P&G shareholders vote “ FOR ” Nelson Peltz on the WHITE proxy card at P&G’s Annual Meeting of Shareholders on October 10, 2017. ISS’s voting recommendation follows one issued last week by another leading proxy advisory firm, Glass Lewis & Co., LLC (“Glass Lewis”), also recommending shareholders vote “ FOR ” Nelson Peltz.

Trian is pleased that two of the nation’s leading independent proxy advisory firms have recognized the value Nelson Peltz, a highly qualified shareholder, would add to the P&G Board. Both firms agree that Nelson Peltz will bring an ownership mentality and consumer packaged goods (CPG) experience to the boardroom, which can help address the challenges that have led to a decade-long history of underperformance at P&G overseen by the current Board. ISS and Glass Lewis agree that a fresh perspective in the P&G Boardroom is warranted, and Nelson Peltz’s track record of improving performance at consumer companies can help create value for P&G shareholders. Trian strongly urges fellow shareholders to vote “ FOR ” Nelson Peltz on the WHITE proxy card.

In making its recommendation, ISS noted*:

  • “The dissident presents a compelling case that a limited degree of boardroom change would be beneficial. The addition of one well-qualified nominee, who holds a large economic stake, appears likely to have benefits that outweigh the potential risks. Support for dissident nominee Peltz is recommended.”
  • “Given his extensive CPG experience, and his firm's analytical capability and significant portfolio exposure to P&G, Peltz appears far more like a vested shareholder who could help the board look around the next corner and avoid future missteps than simply a "what's the harm" addition.”
  • “[T]here are several signs that the board could benefit from additional shareholder perspective and outside CPG experience. As competent and accomplished as each of its members may be individually, P&G's board is accountable for several missteps over the past several years, including its handling of previous CEO successions, its oversight of an M&A strategy that resulted in dozens of acquired brands subsequently being divested, and its failure to prevent the company's organizational structure from becoming overly complex in the first place.”
  • “[T]here are reasonable grounds to question the current composition of the board, particularly that it appears weak in specific experience of CPG . . . [I]t could benefit from additional diversity of thought and experience, and the presence of a shareholder voice. In light of these factors, the dissident has presented a compelling case that some degree of board change would be beneficial.”
  • “[A]lthough the company has spent considerable time and effort downplaying Trian's performance, many of the dissident's investments have in fact yielded positive long-term results. Here, some of the company's tactics, such as comparing its returns from Nov. 1, 2015 (David Taylor's start date) through Sept. 6, 2017, to the returns of companies where Peltz serves as a director - and using a market-cap weighted average of Trian's investments - come across as disingenuous.”

Trian urges P&G shareholders to follow the recommendations of both ISS and Glass Lewis to vote “ FOR ” Nelson Peltz on the WHITE proxy card.

As the annual meeting is less than two weeks away, it is important for shareholders to vote " FOR " Nelson Peltz on the WHITE card TODAY. Every vote is important. P&G shareholders who have questions about how to vote their shares may contact:

INNISFREE M&A INCORPORATED
Call Toll-Free (877) 750-8338 (from the U.S. and Canada)
Or (412) 232-3651 (from other locations)

©2017 Morningstar Advisor. All right reserved.