ISS Advisory Board Approves Third Party Candidates' Vote in Campbell

NEW YORK (Reuters) – Institutional advisory firm Institutional Shareholder Services on Wednesday urged Campbell Soup Co investors to elect five board members of the Third Point hedge fund, which boosted investment momentum. to the militant society, which is currently fighting a fierce battle against the company by proxy. .

"The list of dissenters seems well qualified to contribute to the recovery of society by bringing relevant sector expertise, fresh ideas and a sense of urgency," ISS said in a report, adding: "As such , the vote FOR all dissenting candidates is justified. "

A few days ago, investor Daniel Loeb, who heads Third Point, rescinded his decision to replace the 12-member Campbell board of directors. Investors should vote on the directors at the annual meeting on November 29th. ISS is generally considered reluctant to recommend the ousting of all board members.

In its report, ISS supported former Blue Buffalo CEO Kurt Schmidt, former Managing Director of Hostess Brands Inc., William Toler, and comScore Inc. President Sarah Hofstetter, and the former head of Uber Technologies, Bozoma Saint John. He also recommended to support Munib Islam, partner of Third Point.

Third Point stated that its candidates could provide operational, marketing and branding expertise as well as financial expertise to rebalance the performance of Campbell's late actions. The company has been affected by the slump in soup sales and rapid acquisitions. In August, he announced his intention to sell his fresh food units and international units.

Campbell responded to the ISS report by urging shareholders to support the 12 members of its board of directors. He reiterated that he had proposed to broaden the board of directors to include two nominees named in the Third Item, Schmidt and Hofstetter. He again expressed his opposition to the presence of a Third Point employee on his board of directors.

According to ISS, Campbell's underperforming total return and weak fundamentals are related to its acquisition strategy, poor merger performance and a lack of focus on its core businesses.

"In light of these factors, the dissident has presented a convincing argument that a change in the board of directors is warranted," the report says.

Third Point owns about 7% of Campbell's stock and has partnered with George Strawbridge, a descendant of John Dorrance, who invented condensed soup and who ran the company about a century ago. Three of Dorrance's heirs currently sit on Campbell's board of directors, and they, along with another family member, control about 40% of the shares, making Loeb's proxy challenge all the more difficult.

At first, Loeb was pushing for a sale of the company, but then rallied and recommended more recently to split the company to make it more attractive to potential buyers. He also warned the company against the rushed hiring of a new CEO during the proxy contest.

The company had criticized the hedge fund for not having a concrete plan to turn the company around.

ISS said it might be more logical for the company to improve its operations rather than looking for a sale now. "The dissident's seemingly premature attention to a sale may have led some investors to fear that a dissident-controlled board of directors will not thoroughly explore all of the strategic options," the report says.