DuPont doubled down in its proxy fight with Trian and recommended against voting for any of the nominees from the investment firm.
The company Monday filed a new presentation with the Securities and Exchange Commission that states its case to shareholders.
The presentation is available under the shareholder materials section of www.dupontdelivers.com and on the SEC’s website at www.sec.gov.
The presentation touted the growth of DuPont’s businesses after the Chemours spin-off. The spin-off leaves DuPont with its fastest-growing businesses and minus many of its environmental liabilities.
The presentation also outlines DuPont’s track record; its strategy to grow leading positions in three areas of strategic focus; and the qualifications of its world- class Board of Directors to drive higher growth and higher value for our shareholders, according to a company release.
“In addition, the presentation illustrates in greater depth why DuPont’s Board unanimously opposes Trian’s efforts to replace four highly accomplished directors in order to advance its high-risk, high-cost breakup agenda, which the Board has unanimously determined would be value destructive and not in the best interests of shareholders,” the DuPont release stated. Earlier, DuPont added to its board Edward Breen and James Gallogly, two CEOs with strong turnaround experience as an apparent antidote to claims by Trian that the board was stacked in favor of insiders.
In discussing Trian’s plan to spin off additional businesses the company said that investment group is pushing a value-destructive agenda to break up and add excessive debt to DuPont, which the Board believes will result in a less competitive company with weaker prospects for value creation: Carries extensive risks as well as estimated upfront monetary impact of $4 billion and estimated ongoing increased costs of $1 billion annually.”
Trian has claimed that DuPont operates with excessive corporate overhead that limits the company’s value to shareholders. Institutional shareholders have lined up on both the side of DuPont and Trian, with at least one group pushing for the two sides to come up with an agreement, according to published reports.
DuPont had held the door open to a compromise by noting that one of Trian’s nomineees was qualified to become a board member. However, the company balked at having Trian principal Nelson Peltz serve on the board. DuPont claimed Peltz did not want to hear about any alternatives to resolving the dispute after learning he would not be able to serve on the board.
There have also been murmurs of sexism in the proxy fight. A Fast Company story claims activist shareholders, like Peltz, seem to be more likely to go after companies headed by a female CEO. Those refuting such claims say women are often put in charge of companies that are ripe for action by Peltz and other activist shareholders.
