Elliott Management Corporation (“Elliott”) today responded to the shareholder letter and presentation from Hess Corporation (NYSE: HES) with the following comments:
“This morning Hess made a series of announcements that it is adopting portions of the suggestions Elliott laid out in its January 29 presentation including changing their Board and selling various assets. While motivated by Elliott’s plan, Hess’s proposal falls dramatically short of what is needed.
Hess’s announcement is incomplete and it lacks accountability—we believe significantly greater share price appreciation can be achieved. But, it requires truly independent directors that can hold management accountable and ensure they follow through.
Substantial change needs to be delivered rather than partial change promised. For a company that has hidden, for 17 years, behind an entrenched board, unfocused strategy, opaque disclosure, and flagrant disregard for its obligations to shareholders, today’s promises are neither credible nor sufficient. Partial refocusing of the company, partial awakening to the need for capital stewardship, and partial improvement of a minority of directors is a long way away from recouping nearly two decades of destroyed value to shareholders.
Hess’s presentation today raises serious concerns:
Hess’s claiming validation of its conglomerate structure and touting of share price and operational improvements off an abysmal starting point gives us grave concern that they’ll hold similarly low standards when it comes to measuring progress in the fulfillment of today’s promises.
Elliott has put forth highly qualified, independent nominees that will step on to the board and take an active role in evaluating all pathways to maximizing value.
The best indication of what someone will do is to look at what they have done. John Hess and his board’s tenures speak for themselves. Shareholder Nominees have delivered transformational change at their prior organizations. Shareholder Nominees will deliver change, not just promise it.
‘You can’t judge us on a one-year basis. You have to do it over the
John Hess, Chairman & CEO Hess, January 2010.”
Please visit www.reassesshess.com for more information.
Elliott Associates, L.P. and Elliott International, L.P. (“Elliott”) intend to make a filing with the Securities and Exchange Commission of a proxy statement and an accompanying proxy card to be used to solicit proxies in connection with the 2013 Annual Meeting of Stockholders (including any adjournments or postponements thereof or any special meeting that may be called in lieu thereof) (the “2013 Annual Meeting”) of Hess Corporation (the “Company”). Information relating to the participants in such proxy solicitation has been included in materials filed on January 29, 2013 by Elliott with the Securities and Exchange Commission pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended. Stockholders are advised to read the definitive proxy statement and other documents related to the solicitation of stockholders of the Company for use at the 2013 Annual Meeting when they become available because they will contain important information, including additional information relating to the participants in such proxy solicitation. When completed and available, Elliott's definitive proxy statement and a form of proxy will be mailed to stockholders of the Company. These materials and other materials filed by Elliott in connection with the solicitation of proxies will be available at no charge at the Securities and Exchange Commission's website at www.sec.gov. The definitive proxy statement (when available) and other relevant documents filed by Elliott with the Securities and Exchange Commission will also be available, without charge, by directing a request to Elliott’s proxy solicitor, Okapi Partners, at its toll-free number (877) 796-5274 or via email at firstname.lastname@example.org.
Cautionary Statement Regarding Forward-Looking Statements
The information herein contains “forward-looking statements.” Specific forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and include, without limitation, words such as “may,” “will,” “expects,” “believes,” “anticipates,” “plans,” “estimates,” “projects,” “targets,” “forecasts,” “seeks,” “could” or the negative of such terms or other variations on such terms or comparable terminology. Similarly, statements that describe our objectives, plans or goals are forward-looking. Our forward-looking statements are based on our current intent, belief, expectations, estimates and projections regarding the Company and projections regarding the industry in which it operates. These statements are not guarantees of future performance and involve risks, uncertainties, assumptions and other factors that are difficult to predict and that could cause actual results to differ materially. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results and actual results may vary materially from what is expressed in or indicated by the forward-looking statements.
About Elliott Associates
Elliott Associates, L.P. and its sister fund, Elliott International, L.P. have more than $21 billion of capital under management. Founded in 1977, Elliott is one of the oldest hedge funds under continuous management. The Elliott funds' investors include large institutions, high-net-worth individuals and families, and employees of the firm.
Sloane & Company
Elliot Sloane, 212-446-1860 / 646-623-4819 (cell)
John Hartz, 212-446-1872 / 718-926-3503 (cell)
Okapi Partners LLC
Bruce H. Goldfarb/ Pat McHugh/ Geoff Sorbello
|Elliott Management Responds to John Hess Letter to Relational Investors (2013/3/6)|
|Hess Corporation Issues Letter to Shareholders (2013/3/4)|
|Elliott Management Releases Second Presentation for Hess Shareholders (2013/3/13)|
|Elliott Management Files Proxy Materials for Hess Shareholders (2013/4/4)|
|Elliott Management to Nominate Five Highly Experienced Executives to the Board of Hess Corporation (2013/1/29)|
|Glass Lewis Details Ongoing Problems at Hess; Recommends Full Slate of Sharholder Nominees Put Forth by Elliott Management (2013/5/2)|
|Elliott Management Highlights Unrelenting Underperformance at Hess (2013/4/11)|
|Elliott Management Calls for Change to Hess Board’s Rubber-Stamping Status Quo (2013/4/17)|
|Elliott Management to Host Town Hall Meeting for Hess Corporation Investors, Analysts and Members of the Media (2013/4/22)|
|Hess Sends Fifth Letter to Shareholders (2013/4/30)|
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