Disney Investor Blackwells Capital Sues The Company As Shareholder Vote Nears Close; Media Giant Calls Allegations “Baseless” And “Desperate”
29.03.2024 - 00:05
/ deadline.com
Activist Disney investor Blackwells Capital is suing the media giant over what it sees as an inappropriately cozy relationship with another shareholder, ValueAct Capital.
In the lawsuit filed Thursday in Delaware Chancery Court (read it here), Blackwells lays out concerns about whether ValueAct has been paid to take a pro-Disney position in a brewing proxy fight with activists. Blackwells and Trian Fund Management have agitated for fresh voices on Disney’s board of directors ahead of Wednesday’s annual shareholder meeting, when ballots in board elections officially will be tallied.
The lawsuit requests “books and records in order to determine whether wrongdoing, mismanagement, or breaches of fiduciary duty, including potential violations of disclosure obligations under the federal securities laws, have taken place.” Blackwells also maintains that ValueAct managed Disney pension funds from 2013to 2023, a fact that Disney neglected to disclose when proclaiming ValueAct’s support.
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The Blackwells complaint is rooted in a January 3 announcement by Disney. It touted ValueAct’s support for the company’s board nominees and management. In exchange, the company said it would “provide information to the investment firm and consult with ValueAct on strategic matters, including through meetings with the Disney Board and management.”
A Disney spokesperson called the suit’s claims “baseless” and described the complaint as “merely their desperate attempt to gain attention for their slate of director candidates.” The spokesperson went on to assert, “No Disney pension plan funds are currently invested with ValueAct nor
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